Pax Cybertronia
by Insecticon
Summary: Post Transformers Prime. Optimus, Autobots and remaining Decepticon prisoners have returned to Cybertron with hopes of rebuilding, but find that the planet wasn't as empty as they believed. With Megatron's apparent death, Shockwave sets in motion his own plans, and Starscream must make hard choices. Rated T. Some pairings. Some OCs. Multi-Genre, Multi-FC, Mixed Continuity.
1. Chapter 1

_Forward_

After watching the last few Episodes of Transformers: Prime, I decided that I would like to do something of a re-write of my Transformers Prime Season Four. Now that the series is largely finished, it's much easier to continue from where they left off, without having show canon throwing a monkey wrench in what I write every week.

I'm taking a hybridized approach to this continuation, using IDW's More Than Meets The Eye/Robots In Disguise series for background history and cultural/biological concepts, along with some of Hasbro's Aligned Continuity. Concepts and Characters from Generation One, Dreamwave, the Victory manga, the Wings Universe, the Unicron Trilogy and Transformers Animated will also show up, cherry-picked to fit into an IDW-Aligned framework. In short: I am building my own Transformers continuity.

Original Characters will show up to fill gaps that canon characters leave or to fill out gender numbers (there just aren't a lot of canon female transformers). Pairings will exist because they do in just about every canon Transformers series in some manner. Chapters will be "natural" in length – meaning that some will be long, some will be short, and it will depend on when there is a logical need to move on to the next chapter.

I will post chapters whenever possible, as I am a busy person. :)

* * *

_**Insecticon Presents:**_

**PAX CYBERTRONIA**

* * *

_[Teletraan-1 receiving request for download. Request acknowledged: Initializing ... ]_

_[Chapter One: Access Granted. Displaying Contents.]_

_. . . . ._

"Someone want to remind me why we brought _him_ along?"

Arcee's question was one that had been silently shared by some of the other Autobots who had passed through the space bridge to begin surveying the progress of the newly revitalized Cybertron, though none of them had decided to question Optimus Prime's decision openly – until now.

"Oh come _on_!" Knock Out protested in exasperation. "Megatron's dead. Shockwave and Starscream are Primus-knows-where and everyone else _surrendered_. War's over, you won – where _else_ was I supposed to go?"

"The Pit comes to mind," Arcee grumbled under her breath.

"Knock Out surrendered and requested to leave the Decepticons. There is no reason at this time to turn him away. It would be unnecessarily cruel," Optimus pointed out.

"And if Knock Out wishes to cause trouble, having him nearby, overpowered and outnumbered would make any mischief he caused brief," Ultra Magnus added succinctly, glancing over at the crimson medic.

"You see? It's all over! What's past is past, and I'd _like_ to move on now. I'm one of you!" Knock Out cheerfully stated, throwing his most charming grin at the Autobots.

"Like slag you are," Bulkhead grunted, towering over the Aston Martin from behind. "Not until Optimus says so."

"Euugh, _fine._" Knock Out rolled his eyes and shook his head.

While Cybertron had been restarted, and its core restored, the state of the planet's surface was nothing to send a transmission into deep space over. Millions of years of war lay heaped around them like rotting carcasses, the skeletal remains of buildings, roadways and structures jutting into the golden rays of a new dawn in a ragged skyline. Unless one had hope, and a vision for what Cybertron _could_ be, the ruins in front of the small cadre of Autobots and Decepticons would be enough to make one drop into the rust in despair and weep.

Iacon, one of the last strongholds of the Autobot resistance prior to the exodus, was still in moderately good shape; it would serve as a temporary base of operations until the full extent of Cybertron's reawakening could be assessed. Having landed the Nemesis just outside the Magnaron highway, the mixed group of Cybertronians would not be too far away from the city. No one that had a wheeled alt-mode dared try to drive unprepared through the automated highway system; war damage and potential malfunction of the road mechanics could make it a very short trip into a very steep drop.

"Squadron leader, do you see any functioning roads into the city?" Optimus said over his comlink.

"Looks like the Iacon Speedway is still working, Optimus Prime, Sir. The lights are on, but no one's home. We'll meet you at a safe distance from the entrance. The war may be over, but the security systems are still going to read us as the enemy. Squad leader out."

A group of Seeker-class Vehicons soared overhead. Bumblebee instinctively flinched, weapons only an arm shift away from being brought to bear on their now allies.

Upon Megatron's death, Soundwave's disappearance, Starscream and Shockwave's desertion and Knock Out's surrender, the Vehicons aboard the Nemesis were left leaderless, abandoned to whatever Fate had in store them. For the Vehicons, it was the first step towards true freedom, as they followed suit with Knock Out and surrendered to Optimus Prime.

There had been a few dissenters at first, but they were quickly shouted down by those who simply wanted to live. The Vehicons knew that with their reduced numbers and without proper leadership, there was no way to fight off the whole of the Autobot forces, no matter to what degree they outnumbered them. Some were still shaken by Megatron's demise, while others made no bones about openly rejoicing, having had enough of the abuse handed down from their "superior" officers. It wasn't long before the Vehicons found themselves appreciative, rather than resentful, of their new Autobot chain of command. Despite having been enemies, and _technically _being prisoners of war, they were treated as fellow Cybertronian exiles. It was as if a 500 ton weight had been lifted from their shoulders.

The Vehicon fliers were scouting the terrain ahead, fanning out to look for potential transit routes for all of the ground forces. Seeker and rotorcraft frames dotted the air on patrols, stirring a sense of nostalgia in those present who were old enough to remember what life was like before the war began. It was _almost_ like old times.

Almost.

Vehicon tankers, speedsters, motorcycles, trucks and tanks followed along behind the group of Autobots – now their commanders – as the group transformed into their alt-modes to follow the directions and GPS updates provided by the aerial members of the group. Suddenly it was the Autobots who looked alien and out of place, still wearing their Earth vehicle modes back on their home planet like foreign clothing on the backs of wandering refugees.

And returned they had. They were home again. The bigger struggle of reconstruction now loomed large before them.

Apart from directional uplinks and basic military commands, the mixed group said nothing on their way to Iacon. There was a sense of awe, mingled with regret, as they drove and flew through native terrain. No one needed to engage in witty, acerbic interfactional banter, or even simple conversation; each Cybertronian was simply overwhelmed with the reality weighing down on them now. The war was over: the underdog Autobots had claimed an unexpected victory, and the Decepticons present were swallowing their pride. Cybertron was alive again, producing the energon they'd had to scrape and ration for so long just to stay alive, but it was also a sad scrapheap and ruin. It would take longer to rebuild than it had to taken to destroy. The strong mixed emotions coursing through the sparks of the returning crowd had oppressed them all into prisons of their own present processes.

The Vehicons reported that part of the old speedway was unexpectedly functional. Optimus went first, still preferring to face danger ahead of those following him, and no one wanted to protest that the Prime retreat to a guarded position. He was no longer just the leader of a rag-tag group of Cybertronians who had refused to submit to Megatron's attempted coup – he was the _Prime_, the unquestioned civil, military and spiritual leader of an entire world. Protocol dictated that he should be flanked by Ultra Magnus and Wheeljack – Elite Guardsman and ranking Wrecker – but Optimus did not wish the royal trappings and protection that tradition screamed he should had. He had only reluctantly assumed the mantle of leadership when the Council had thrust him into the role, and even then, he had practically been_ forced_ to accept his calling. The shy, retiring librarian had not felt himself worthy of greatness. Primus appeared to have thought otherwise.

The road transformed up to meet them, plates sliding up in front of their wheels moments before they could begin to fall. Snaking upwards through the increasingly blue sky, the view of the remains of Iacon, Kalis and surrounding smaller polities became clearer and clearer. The city had taken a pounding during the last hours of the war when the Ark had been launched, but it was still largely intact. It inspired hope in Optimus' spark. It could be home, once more.

His thoughts turned suddenly to Metroplex, and Alpha Trion, the latter he had left behind with the Wreckers, and the former left in stasis lock due to low energon, sacrificing his own lifeblood to fuel the Ark's escape. He was certain he could see the sad outline of Metroplex's kneeling, desolate form just beyond the ruins of the Towers.

Grimlock and his Lightning Strike Coalition Force had stayed behind, even after Ultra Magnus had commanded that the lingering Autobot special forces - the Wreckers - abandon the drifting graveyard that their homeworld had become. Prime wondered if they had survived to see the dawning of new life across the world.

"We're at the gates," the Vehicon Rotorcraft squadron leader radioed ahead. "It's up to you to unlock the front door."

"Acknowledged," Optimus responded, picking up the pace just a little. If the security features of Iacon were still intact, it could mean that the planet's datanet, Teletraan-1, may have come back online. If that were the case, restoring the city's essential functions and communications arrays would be easier than originally thought. It was a lucky break.

Optimus rolled up to the gateway to the city and transformed to root mode. The gates were still sealed shut after all this time, the massive doors too heavy for even a class-6 ruination tank to blast through. The scanning sensor above the gates was lit up, crimson power conduits along the posts and recessed into the walls a long-awaited sign of life and function. The other Autobots, Knock Out and ground-class Vehicons transformed and clustered in close behind Optimus.

Immediately a golden-orange scanning beam traced an outline of Optimus' body, a horizontal beam strobing from head to foot while a secondary beam traveled upwards, crossing in the middle.

A familiar robotic monotone spoke, Autobot symbol flashing over its sensor eye. [_Scanning complete. Teletraan-1 recognizes the Matrix-bearer. Welcome back, Optimus Prime.]_

"It's good to be back," Optimus replied with a faint smile and a note of relief in his tone. "Teletraan, I need you to grant access to the city for the Decepticons with us. We are ..." He paused; his next words were beyond momentous. "... No longer at war."

_[City defenses now set to normal. Decepticons present now allowed access to city functions,]_ Teletraan responded. To the datanet, this was nothing more than a change of settings, but to the Cybertronians present, it was their first day returning to something resembling normalcy.

The gates groaned in protest, suddenly active after a long slumber, sticking for just a moment before finally grinding open with a cloud of dust. Immediately inside, the lights of Iacon were waiting.

"It's good to be home," Bumblebee grinned, hands on his hips, not seeming to care even the slightest that Iacon was still in a bit of a shambles. The sentiment was shared by Bulkhead, Arcee and Ultra Magnus, all of whom had smiles spreading across their faceplates. Knock Out and Wheeljack's expressions were less than enthused; Wheeljack's loner mentality and Knock Out's Decepticon mindset were making them shrink away from the once busy capital of Cybertron's elite and Autobot High Command. The young Elite Guardsmech Smokescreen seemed somber. He, like Optimus, was wondering what became of Alpha Trion.

"So," the Vehicon General behind the Autobots pointedly asked their Autobot captors, "Are we going to be _your_ slaves now?" The flying Vehicons were landing in behind their grounder brethren, a low murmur passing through the crowd of Disposable-castes who had no great desire to return to being Disposable-castes.

The Autobots looked between the Vehicons and Optimus. The matter hadn't yet come up, not with everyone in a rush to get home to Cybertron. They, too, were curious as to what would become of the Vehicons – and Knock Out.

"No," the Prime gently but firmly answered. "No one is going to be a slave anymore. Megatron and I once agreed that the caste system imposed by the Senate and the proponents of Functionism were grievously wrong. We argued against the old system together. Though Megatron is now no more, what he intended – what he fought against in the beginning – will not be allowed to return. Though his military movement ended in defeat, and cost us much in loss of life, his political movement will live on, and will be the shining beacon of a new Golden Age that he so ardently contended for. As Prime, I hereby abolish the caste system. We will decide our own fates, and make our own way as we rebuild this world."

"I OBJECT!"

The sudden interruption caught the entire group unawares. Weapons were unholstered and shifted out of limbs and transformation plates. Heads were turning to look for the source of the sound.

Optimus' engines hitched. The voice had a familiar quality he could not put his servo on, but the shock of hearing a voice immediately nearby, here, in Iacon, a city all but dead, fuddled his ability to process the identity of that voice. "Who are you, and why do you object?" he asked aloud, turning to try to pinpoint the source of the sound.

"Oh, you know me, Optimus Prime." A tall, athletic fembot in armor of mixed pink hues and white was behind Optimus, standing inside the gates, a large, powerful blaster rifle hefted in one hand back against her right shoulder. Other bodies were beginning to fall in from the other side of the wall, flanking to her left and right – other fembots of multiple hues and frame classes.

Grimlock, Sludge, Slug, Snarl and Swoop fell in behind them, towering over the shorter fembot frames.

"Elita!" Optimus whispered under his breath, transformation plates raised in shock and alarm.

"I see time has not dulled your memory," Elita-One retorted, optics fixed on Optimus. "I object your declaration for two reasons: First," she began pointing her weapon at Knock Out, who raised his hands and grimaced, wide-eyed in fear, "because you are allowing these _murderers_ to live, and secondly..." She stepped forward, closing the distance between herself and Optimus Prime.

_"You are not the only Prime."_

_. . . . ._

_[Chapter One: Complete.]_

_[End of Transmission.]_


	2. Chapter 2

___[Teletraan-1 receiving request for download. Request acknowledged: Initializing ... ]_

___[Chapter Two: Access Granted. Displaying Contents.]_

___. . . . ._

The words still rang in his audioceptors.

"What do you mean he's not the only Prime?!" Optimus heard Bumblebee protest. The young bot couldn't comprehend it. There had always been only one Prime as long as he could remember, barring stories about the original Thirteen.

The fact that there had been Thirteen Primes at the beginning of known Cybertronian history gave credibility to Elita's claim, in Optimus' eyes. Some of the original Thirteen had vanished into the distance of history, their fates unstoried or unknown, and of the remaining Primes on Cybertron, a dynasty of successors had sprung up in their place. The fact that he could bear the Matrix of Leadership was a direct confirmation of his Primal ancestry, tracing back to the First – Prima himself.

"What I am _saying_ is that there is more than _one_ Primal lineage," Elita explained brusquely to the younger bot, casting a withering glare in his direction as she stepped away from Optimus. Her gun was still trained on Knock Out, who was staring at the weapon with his transformation plates raised, ready to shift to alt-mode and drive for his life. "It was only after Nova Prime's ascent to power that the Senate quietly began cloistering the other lines away from the public, and when they were suitably forgotten, they began programs to manipulate or _eradicate_ them."

Ultra Magnus scowled deeply. Brought up and trained as a member of the Elite Guard, he had been told nothing but good about Nova Prime. The turning of the Senate and Zeta's ironfisted, oppressive rule had been enough to shake his faith in Cybertronian government, but to hear what was tantamount to blasphemy about the hero of the Age of Wrath and the initiator of the Golden Age was more than the soldier could bear. "That is outrageous!" he spat at Elita in an uncharacteristic passion. "Nova Prime was one of the greatest Primes in history!"

"Nova Prime was one of the greatest **evils** our planet has ever foisted on this universe!" Elita snapped sharply at the Captain of the Elite Guard. "Why do you think your Progenitor, Pious Maximus, suddenly began to denounce Functionism and the actions of Zeta, only to mysteriously _vanish_ after speaking out! He **knew**, Magnus. He knew the truth!"

That was more that Ultra Magnus could bear. The memories of his illustrious father's disappearance had boiled his growing sense of offense into a thick slurry of blinding anger. He moved forcefully past a dumbfounded Bulkhead, Arcee and Wheeljack towards Elita, servos curling into massive fists.

Grimlock stepped in front of Elita-1.

"**Magnus**," the titan-class mech stated sharply, gaining the Guardsman's immediate attention. The two faced each other, optic to optic, the tension in the air so thick it would require a warp cannon to blast it apart.

"There are … **things**. Things you don't **understand**. Let-her-speak." The former gladiator struggled to force out the words, effort visible in his eyes, as he prepared to potentially face his commander in combat. He deemed it necessary to protect Elita from what he believed to be the inevitable consequences of her painful but truthful words.

Magnus' hands slowly unclenched, composure washing over his face in a visible wave, his power lines dimming down and his posture changing. "Very well, Grimlock. For your sake, I will."

The commander of the Dinobots – formerly the Lightning Strike Coalition – turned away from the blue and white Second in Command, his footfalls heavy against the metal ground, walking back towards the gateway to the city. "Come inside," he insisted, his speech patterns more slow and simplistic than Optimus remembered. "It not safe outside any more."

Confused looks were exchanged among Autobots and Vehicons at this bit of news, hushed questions fluttering among the small crowd like the rustling wings of a flock of nervous birds. Elita's ire seemed to cool and her posture relaxed, gun lowering from its steady aim at Knock Out, who staggered a step back with relief. "He's right. Much has happened since you left on the Ark, Optimus," the fembot said, her gaze turning to the Prime as her voice softened and a weary sorrow crept onto her features. "Even since the Wreckers left, we have been left to fight the remains of the Decepticon's _other_ forces."

"Other forces?" Arcee asked, now curious enough to speak. She had been there during the last days of the what was assumed to be the final Decepticon siege in their attempt to destroy the last Ark; she had helped Optimus jettison the Allspark into the depths of space, far from Megatron's reach. She had run with the last few brave Autobot stragglers and Wreckers as they sought to get every last Cybertronian they could find offworld, leaving the planet alongside Cliffjumper in a collapsing space bridge from the depths of Shockwave's facilities in Tarn. Those dark days had hardened her. She'd seen much. She'd _lost_ much...

… But to think that there had been those still fighting on the surface of this dead husk against something that caused even Grimlock to give pause and seek shelter? It churned her tanks. There shouldn't have been anyone left behind. They had been told – they had _assumed _– that Shockwave had been the only one left, marooned and isolated here for millennia. Elita's harsh demeanor towards Optimus now made sense. The fembot commander and those with her had been left behind.

Grimlock paused, back to the group, as he answered Arcee's question.

"The **Swarm**."

. . . . .

There had been a lot of catching up to do, and a lot of issues on the table, none of which Ultra Magnus or Optimus Prime had been expecting to deal with. They assumed upon landing that the bulk of their work would be carving out shelters and beginning to restore the functions of Iacon, bringing at least one polity back to life and function, to receive whatever Cybertronian survivors were left, scattered across the galaxy, as they returned home. They would have to create a new kind of society whole cloth, abandoning the choking grip of the Castes and Senate. Prime had looked forward to making this revitalized Cybertronian society a way of life, as he and his former mentor Megatron had dreamed. A part of him still grieved for Megatron and how his struggle to take power into his own hands had torn apart the decaying fabric of a decadent, crumbling civilization, plunging the world into millions of years of civil war. He had seen it coming during his days as an Archivist under Alpha Trion's guidance. He had dared to hope that Megatron's righteous anger would spur the Kaonian towards justice and nobility. He had been devastated when it had, instead, poisoned the mech he had once called brother and friend.

Elita and Grimlock had given the Vehicons free reign inside the city; most of them were civilian caste – miners, laborers, engineers, communications officers, medics and scouts. The fighters were considered (much to their dismay) to be too _incompetent_ to pose any real threat, and indeed, were being treated as largely helpless and in need of protection. As former disposables, and members of the Last Generation, they were seen as too young, inexperienced and weak to deal with what Grimlock had called "The Swarm". With the large majority of them being mechs, their wounded pride was soon assuaged when they discovered that the new dwellers of Iacon were almost entirely femmes.

Happy reunions were soon forthcoming; there were friends and loved ones among the femmes for the Autobots. Leaking lubricant – tears – and fond embraces were the status quo for several cycles. Sad news of lost friends, partners and mates followed after, and much to the surprise of the often starved refugees from Earth, high grade in enough quantities for a feast were soon brought out.

The Vehicons, though initially reluctant and still feeling the sting of millions of years of being outcasts and untouchables, were invited into the celebration. It was not perfect; both sides had been enemies and a few scuffles had broken out here and there, but the over all mood was one of reconciliation for the downtrodden. The Autobots were still Autobots, and most of them, no matter how hard life had been, still had it within them to try to forgive the nameless mechs and femmes that had been herded at them like unquestioning cannon fodder by Decepticons of rank. Lastborns were often callow youths thrust into height of the war's great climax, the vast majority of them never living to see this day.

"So what do you think Elita-One meant when she said Optimus wasn't the only Prime?" Smokescreen asked, a sip of energon serving as the chaser to the question that had been hanging in the forefront of his mind.

"Well, we found out Alpha Trion is one. Maybe he's still alive," Arcee replied, knocking back her own drink.

Smokescreen smiled widely at the though, hopeful that his mentor might still be somewhere on the surface of the planet. "I really hope that's true," he said in a lower tone. "I never thought I'd miss the old bot as much as I do."

"There's a lot of bots we'll see again," Bumblebee cheerfully added, slapping his hand onto Smokescreen's shoulder. With his vocoder functioning again, the yellow mech's personality had blossomed back, lively and chipper as ever. "There were too many of us for the Decepticons to hunt down! Once the word get's out that Buckethead's kicked the bucket and the war's over, this planet will have old friends crawlin' out of the woodwork!"

The Autobots and Decepticons had gathered with the others in Iacon's Thermal Park, a wide area of smooth, easily traversed ground dotted with clusters of crystal and mechanical "flora", streams of naturally occurring energon flows, and thermal vents comparable to Terran campfires or bonfires. Energon supplies were piled on tables and benches and seats had been pulled around the vents as the sun began to sink lower in the horizon, and one of Cybetron's moons was rolling into view. They would be roughing it for awhile until some of the residential areas could be restored, but none of them cared. They were home, and they were together. It was all that mattered.

"Didn't Elita also say somethin' about a Primal Lineage, too?" Wheeljack questioned, leaning back against a bench, one arm over the back, the other holding a bottle of engex. "Not that I ever really payed attention to that kinda stuff. It's outside my pay grade."

"That does raise some questions," Arcee agreed. "I knew some of the things that the Senate had done before the war started were questionable at best and atrocities as the worst, but all we ever knew is that the Thirteen were long gone and that all we had left is the lineage of the Primes descended from Prima."

"Well, it does make sense that there would be more than one Primal lineage," Smokescreen added thoughtfully, glad that Alpha Trion had given him an education in those long hours performing guard duty in the Hall of Records. "All Cybertronian races match up with one of the Thirteen."

"Do you suppose there's other kinds of Primes?" Bulkhead asked, puzzling over the information being discussed around him.

"It's possible," Wheeljack said, taking a long drought from his bottle. "We've seen weirder things just going to Earth."

There was a collective pause as the group recalled that weirdness: Unicron. Terrorcon zombies. The Shadowzone. Humanity, their distant somewhat-kin.

"I need to visit Miko sometime soon. I don't want her to worry," Bulkhead murmured, looking down at the flickering multicolored jet of gasses burning from the vent nearby.

Arcee and Bumblebee lowered their heads as well. They already missed their human friends.

"Eh, I wouldn't worry too much about 'em just yet. They have Ratchet to drive crazy for awhile. Pretty soon he'll be beggin' us to come back and give him a break," Wheeljack grinned.

This stirred soft laughter among the team. Ratchet had grown fond of the humans he had initially looked down on, but even _he_ had his limits of patience around the boisterous children, particularly Miko.

. . . . .

Knock Out sighed miserably, sandwiched on a bench inbetween Sludge and Snarl, both of whom dwarfed him considerably. He looked down at the cube of energon on his hands, paying attention to the benefit of being able to fuel as needed instead of on rations, trying to ignore the huge titan brutes that were no doubt going to ruin his finish by the end of this. The other Autobot team leaders were discussing his fate in front of him, and his one attempt to butt in and protest had been quickly shot down (almost literally) by the gun-happy pink and white harpy seated on a bench to his right. Across the flickering vent flames two other Autobot mutants – a flying creature too similar to Predaking for his liking, and a sullen-looking bruiser with a three-horned quadrupedal alt-mode – were glaring at him, more than likely with evil intent. The Aston Marton took another stiff drink from his cube, avoiding eye contact. He was going to drink himself stupid if this was going to be his last night alive.

Grimlock was seated next to Elita, and across from her were Optimus Prime and Ultra Magnus. There were things to be discussed, and despite the war being _officially_ over with Megatron's death and the surrender or desertion of his highest officers, military procedure was so much a part of Cybertronian existence that the Autobot commanders fell into it without a second thought.

"What becomes of Knock Out is outside of your jurisdiction, Elita-One," Ultra Magnus stated matter-of-factly. "He surrendered to Optimus Prime and renounced his Decepticon affiliation, thus making him a non-aligned Cybertronian once more. Furthermore he has entrusted himself to Prime's authority and care."

"He is _still_ a criminal!" Elita protested irritably. "This – this _preening _**fop** was one of Megatron's soldiers since the days of the first bombings! Can you even begin to _list_ the war crimes he's guilty of after all this time?"

"Oh, and I suppose after all this time _your_ dainty servos are as pure as diamond dust?" Knock Out sarcastically interjected, emboldened by the drink in his hands.

"How **dare** you even _begin_ to compare yourself to me!" Elita raged, shooting up out of her seat, pulling her weapon up with her. "You have no idea what we've had to struggle against thanks to your ilk!"

Knock Out followed suit, leaping to his feet, thrusting the hand holding his drink in Elita's direction, sloshing the contents inside, uncurling a finger to point at her. "Oh _that's right_ sister, bring out that gun, you've been itching to use it on me since you first laid optics on me!"

He stopped to look at his drink once more, high-grade dribbled over his hand, wobbling slightly on his legs, before chugging the rest of the cube.

Elita's lip curled in disgust, noting the red mech's deteriorating sobriety. "Of course I have! Decepticons never keep their word – Optimus may give you the benefit of the doubt but in my optics you're just biding your time until you can take advantage of him!"

Knock Out kept his eyes staring straight ahead at the challenging fembot while swinging the arm holding his empty cube behind him. "**More**," he commanded of Sludge, who was right behind him.

Sludge looked over at Snarl, shrugged, and refilled the cube from a larger bottle on a table to the right.

The Aston Martin took another big swig, his processors swimming in overly potent engex. "Well _someone's_ sure got her bolts in a twist," he accused, staggering a step forward towards Elita. "Y-you think I _wanted_ things t' turn out th' way they did? D'you have any idea what slag I went through ev'ryday with those _maniacs_ 'round?!" he asked, his speech slurring. "All I want'd t' do was **race** 'n the big M said when he got t' power I could race 'cause I could leave my caste, but OH NO, pretty soon 's just 'Knock Out get this' and 'Knock Out repair that' 'n 'Knock Out get rid of this live grenade' an' then-" He stopped, squinting hard at Elita as he quickly drank down the remaining contents of his cube.

"-an' then all MY work an' MY genius 's tossed aside so they can turn me inna Shockwave's ASSISTANT!" he threw his hands up in the air in exasperation.

"Ugh, you're _overcharged_," Elita sneered, drawing back from Knock Out as he swayed back and forth, trying to stand. She glared at Sludge. "And you've just been _letting_ him drink as much as he wants?"

"Him say he thirsty. Sludge give drink," the Dinobot replied innocently.

"Yeah, I'm _thirsty_," Knock Out added, thrusting his arm back towards Sludge again, who refilled his empty cube. "Dun a condemned mech get – get a las' request? Y' got no mercy?" the medic complained pathetically.

Elita groaned and rubbed her faceplate.

"Thank you," the red mech said to Sludge, before swilling his third glass.

"He's kind of a light weight," Slug rumbled quietly to Swoop, an amused look on his face.

"I don't know too many speeders that aren't," Swoop grinned.

"Elita, we will not be able to move beyond the war unless we can restrain our desire for vengeance and make genuine efforts at reconciliation. Knock Out is a competent medic, and we will need his services, now that Ratchet has decided to remain on Earth," Optimus calmly stated.

"Y'SEE?!" Knock Out loudly interjected, pointing at Prime while looking at Elita. "See? He... he _gets it. _I need recon... recog... reconsilly-aashun!" The full statement from Prime's lips finally rattled their way down through the red mech's engex-addled mind, and his optics widened. "Y... you really mean it? You think I'm a competent medic?! Mr. Prime, you are th' best Prime, an' I have always admired your giant wheels. An' I mean that sincerely. But not like _that._"

Knock Out promptly fell forward onto the ground in front of Elita-One, living up to his name.

Narrowing her eyes, Elita brought her gun up, and pointed it at the inert medic's head. "I have had _enough_ of this charade-"

"**Elita.**"

Conversation stopped as if a bomb had suddenly exploded nearby, and all eyes turned towards Optimus Prime, particularly the pink and white fembot whose name had just been spoken with commanding authority of a displeased god.

Optimus Prime did not often use such tones. He preferred to lead with gentleness, dignity, reason and respect rather than brute force. His command style was the opposite of Megatron's; the Decepticon leader used his imposing presence and frightening power to force his will on others and bring them into line with fear. Prime had drawn his troops into willing obedience through earning their trust and respect. Some had thought this to be a sign of weakness unsuited for the power and prestige of the office of Prime. Others – including many Decepticons – had seen that Optimus Prime was just as capable of inspiring fearful obedience as Megatron.

The sound of her name, spoken like _that_, froze Elita-One in place just as surely as if Optimus had reached into her torso and gripped her spark. He had never spoken to her like _that_ before. She didn't quite now how to react.

"So you finally grew some bearings when you got bigger," Grimlock said, finally commenting on Optimus' now larger and more powerful form. His approval of the situation was obvious. He had always worried that Optimus had been too soft, to unwilling to use the power he knew the Prime had inside him. "'Bout time."

Elita suddenly scowled, feeling openly chastised and perhaps unfairly singled out. "Shut up, Grimlock," she hissed between clenched dental plates, before roughly shoving past the Dinobot commander and marching away from the group.

"Pink bot not used to taking orders," Grimlock stated in an aside to the others, particularly Optimus, as he folded his arms across his massive chest. "She will have to learn."

"Ultra Magnus, please make sure that Knock Out is given a secure location to rest until he comes back online," Optimus Prime said, rising from his seat, his voice returning to its sober, gentle norm. "I'll be back shortly. I need to speak to Elita in private."

"Of course, Sir," Magnus responded, keeping his thoughts to himself, welcoming the chance to settle into some kind of official activity and set of orders.

"Don't take too long," Grimlock called out as Prime moved away from the group, hurrying after the Fembot commander. "It getting dark soon! It won't be safe after dark."

The Dinobot leader watched Elita and Optimus moving further away, and Ultra Magnus could have sworn he saw the faintest flicker of jealousy in Grimlock's eyes.

_. . . . ._

_[Chapter Two: Complete.]_

_[End of Transmission.]_


	3. Chapter 3

___[Teletraan-1 receiving request for download. Request acknowledged: Initializing ... ]_

___[Chapter Three: Access Granted. Displaying Contents.]_

___. . . . ._

_I cannot believe I'm thinking this... but I wish Megatron were still alive._

_I knew Shockwave would be a problem from the first time I encountered him. Oh, he was a problem even before as a member of the Senate, but at least then, he was _their_ problem, always shooting his mouth off about tyranny and injustice done to the lower castes. He was a Decepticon before the term ever existed; I remember watching him pace the floor from my place at Zeta's side, raging against the injustices done to the "outliers", until the Triorian guard had to drag him out in chains. The Senate was in an uproar, and it took some time to bring things into order after he had stirred them to chaos. Back then, I had considered him nothing more than an overly emotional bleeding-spark academician, someone who had desired permission to push the boundaries of what research he was allowed to do in pursuit of a "better tomorrow". I had no inkling of what lay beneath the surface of that winning smile and constantly changing paint job._

_I suppose when it comes down to it, I can lay the blame for what he has become at the feet of the Senate; after all it was _they_ who turned on their own and sent him to the Institute. I can take some small satisfaction in having ended so many of their lives **personally**. It is the only satisfaction I can savor at the moment inside my cage. _

_Shockwave said he has plans for me, and after having witnessed personally the sort of experimentation he carries out, I think death would be preferable to being strapped down to one of his tables. _

_I had also foolishly looked down on Megatron when he was nothing more than a political dissident and Kaonian gladiator. Oh, he had a certain charisma that could whip the lower masses into a frenzy that I could not, but I had not forseen what that pawn could become. I wanted to use his uprising to change the Senate, to remove Zeta, and to establish order for Cybertron... _my_ way. I am certain that if I had been the one to lead the Decepticons, Cybertron would not be in ruin, and we would not now be at the mercy of Shockwave's machinations._

_How vain you truly were, my former master. You had built yourself an army of monsters, capable of anything and everything, to carry out your will at any cost. You believed that when you had ascended to power, those forces you held in check you would then destroy. Now the demons your power held at bay have been unleashed on us all, because you could not conceive of your own premature demise._

_How foolish **I** have been, for misjudging those I thought I would one day put under my heel._

. . . . .

TEN HOURS BEFORE:

"Where are we going?" Starscream demanded, squirming to find a comfortable position against Shockwave's bulkier form. The escape pod was meant to hold one average sized Decepticon comfortably, but lack of other escape pods meant that the two bitter rivals were now crushed up against one another. The Air Commander was already chafing in such tight confinement; Seekers enjoyed wide open spaces, and this was anything but.

"I have already taken the liberty to of adjusting the pod's trajectory to a specific landing point," Shockwave stated with a calm that only further irritated the jumpy, mercurial Starscream.

"How long will it be before we land?" Starscream quickly questioned, eager to begin counting down the minutes to freedom.

"Half a cycle. We are in close range to Decepticon facilities beneath Tarn," Shockwave replied.

"Half a cycle?!" Starscream whined. "My wings will be **bent** by the time we reach the surface!"

"You are being ridiculous," Shockwave stated. "Furthermore, I refuse to tolerate your hysterical behavior for one nanosecond longer. I am assuming command of our remaining forces."

"_What?!_" The Seeker shrieked, suddenly furious. "_I_ was Megatron's lieutenant and second in command, you were nothing more than a scientist tinkering away in his lab! _I_ am next in line to power-!"

Starscream was cut off as a set of purple digits closed tightly around his throat, clamping energon lines in his neck, choking fuel away from his processor and dropping his protests into a screeling wheeze. He struggled to claw helplessly at Shockwave's arm, optics widening in shock and fear as the baleful red of that single optic burned brighter in the relative dark of the escape pod's interior.

"Predictably, you do not understand," Shockwave deadpanned, the actuators in his forearm ratcheting in further, squeezing Starscream's neck a little harder. The Seeker gagged, his servos digging only scratches into Shockwave's thick armor. Damage, core heating and lack of energon warnings were lighting up his sensor array like fireworks, causing him to panic. Starscream couldn't think properly, and in such a confined area, his talons – the very thing that could save him from potential death – were all but useless, his limbs confined against his body. "You are only suitable to govern a single polity, assist me in my research, or command a fleet of cannon fodder. **I** have been a Senator, responsible for governing the whole of Cybertron. **I** have been the head of the Jihaxian Academy of Advanced Technology, responsible for advancing our species' scientific understanding. It was **I** who discovered the CNA of the Primes in Orion Pax, and **I** who made certain that D-16's manifesto reached the librarian's desk. **You** have been nothing but a pretender to the Primacy from the start, and because you have been so narrowly focused on your own gain, you have failed to see the larger plans unfolding around you."

"No, I will not extinguish your spark here and now," Shockwave continued, pushing Starscream hard against the back wall of the escape pod and answering the unspoken but obvious question that he knew would be crossing the Seeker's mind. Cybertron was rising in the viewing portal over Shockwave's shoulder, brilliantly reflecting the lighting of its sun, as the pod drew ever close to its surface. The interior lighting switched to a minimalistic red, shifting power from luxury systems to protective shielding, painting everything inside with the color of a smelting furnace's glow. Imminent stasis warnings screamed at Starscream's mind as the corners of his sight began to fade, his spark pulsing madly inside its frame. "Despite your many flaws, I still have a use for you, even if it is only as... _raw material_."

Starscream could see his own terror reflected in Shockwave's eye before he slipped into the dark of unconsciousness.

. . . . .

PRESENT:

He could not be sure how long he had been out, or exactly where he had been taken. Shockwave had told him that they would be landing near Tarn, but there was always the possibility that the monoptic scientist had simply lied to him.

Was Shockwave capable of lying? Starscream pondered this. The absence of emotions did not mean that Shockwave could not simply falsify or omit truth as it suited him. If anything, the inability to feel shame, guilt or even fear about telling lies to Megatron's own face would have have been more of a guarantor of success than a liability.

Starscream rubbed his dented neck, tracing the outline of Shockwave's digits against his mesh, as he looked out from between the bars of his cell.

It was cramped as the holding cells beneath Kaon had been, where Autobot prisoners had been herded into en masse during the main thrust of the war. A forcefield hummed around the perimeter of the cell, preventing the use of weapons, tools or even body parts to find a means of escape. A harsh white light shone down from above into Starscream's cell; combined with the sensor eye and its unblinking stare that had no blind spots, he would be unable to do or say anything without security systems knowing about it. Outside in the hallway it was dark. He could dimly make out the shape of the prison's interior: a huge cylinder composed of rings of cells bordered by walkways that connected to a central elevator and security tower. He would be eternally watched inside his cell, but unable to see those in cells nearby, or those who were doing the watching.

An energon dispensor in the back of the cell would feed him, but there was little else inside the smooth dull gunmetal gray walls of his new home. Shockwave could effectively leave him here to rot for eternity, watching him slowly go mad from isolation and confinement.

Starscream did not believe this would be the case. Shockwave had said he had a purpose for the Air Commander, so he would eventually be coming for him.

Eventually.

Until then, the Starscream would be left alone with the most ruthless torturer Shockwave could have ever devised: The Seeker's own mind.

_. . . . ._

_[Chapter Three: Complete.]_

_[End of Transmission.]_


	4. Chapter 4

___[Teletraan-1 receiving request for download. Request acknowledged: Initializing ... ]_

___[Chapter Four: Access Granted. Displaying Contents.]_

___. . . . ._

Elita made certain that she and Optimus were far away from prying eyes or listening ears.

"Why...?" was the first question that passed her lips as she stopped, stood and looked up into Optimus Prime's eyes. She was tense and unsettled, searching for answers as she scrutinized his upgraded form, her question multifaceted beneath its simple surface.

"What is it, Elita?" Optimus asked softly, not asking for clarification of her request. He was no mind reader, but it did not take one to see that the fembot commander was teetering on the brink of a breakdown. He responded with a question of his own, attempting to gently coax the source of Elita's troubles into the open, reaching out to sooth her frazzled nerves by cupping her cheek with his hand.

At that simple gesture, the pink and white femme's icy demeanor melted, a rush of warm memories flooding back into her mind. She let go of her animosity, and gently cursed herself that after all this time Optimus still knew exactly what it took to calm her inner storm. She shuttered her optics and vented a deep, cleansing sigh, just savoring the sensation of his touch.

Prime smiled, if only a little. "I missed you too," he murmured, having a good idea of what had been eating at her.

"I thought you were dead," she whispered tremulously. "I had been so long since we heard anything from the Wreckers or Ultra Magnus as to your fate – we saw the Ark and the Nemesis vanish into that deteriorating space bridge and there was never any word … I gave up hope of ever seeing you again. Things had been so hard, and then suddenly Cybertron is alive again and you … you came walking through the gates …"

Dropping to one knee to meet Elita more at her level, Optimus pulled her against him into a warm embrace. "I'm sorry," he whispered. "We lost so many shuttles in the war when the Decepticons turned the warp cannons on them. Yours went down. I … believed the worst. If I had known you were still here, I would have found a way to bring you and the crew of your ship to Earth. I didn't know, Elita. I'm so sorry."

Optical lubricant rolled down the fembot's cheeks. "It's all right, you're alive, thank Primus you're alive!" she gasped, burying her face against his neck. She laughed briefly amid her tears. "I was actually angry that you were still alive, I feel like such a fool!"

"I probably deserved your ire," Prime assuaged, just thankful to see Elita still in one piece, remembering the emptiness that had consumed him as he watched her shuttle go down, helpless to do anything about it, and forced by the needs of command to keep functioning, keep focusing on saving those who were still alive, given no quarter to grieve or despair for his loss.

"Shh. You did not. My emotions got the better of me," Elita softly countered, pulling away from his neck to wipe her cheeks, resting her hands on his shoulders. "You're alive, Cybertron is functioning, Megatron is gone and the war is over. There's finally a dawn at the end of this long, dark night."

Her smile warmed his spark. "Rebuilding won't be easy, but hard work is always more pleasant in the company of those you love."

"It's been too long, Orion," Elita whispered, drawing in closer.

"It has, Ariel," Optimus murmured, closing the distance between them with a kiss.

. . . . .

"Everything has continued as you have so ordered, my Lord. Starscream is secured in the seventh level of the holding facilities," Feint stated, bowing low on one knee before Shockwave.

"Good. I will examine Starscream personally in due time," Shockwave stated, canting his head downward at the submissive femme. "And the Wreckers left believing they had finally destroyed my last facility?"

"Yes, my Lord. The Dinobots also believe that you had abandoned Cybertron to be reunited with Lord Megatron," Feint continued. "They have been preoccupied with the Swarm and its movements across the planet."

"Excellent," Shockwave praised. "It is as I predicted. Grimlock is a fit warrior, but he is no longer mentally capable of anticipating my designs. What of Elita-One and her soldiers?"

"Scouts report that she believes as Grimlock does, that you are either offworld or offline," Feint answered. "Though your arrival comes at a fortuitous time, Lord Shockwave. We have recently taken one of her soldiers prisoner."

"An unexpected windfall. I expect a full report later," Shockwave said. "Rise, Feint. Your service to me has been exemplary as usual. You will accompany me now to the main laboratory."

"At once my Lord," she said, standing and taking her place at Shockwave's side as the purple mech continued down the hallway of his facilities beneath Tarn.

Of the same frame-build and type as Soundwave, Feint was slightly shorter than Shockwave, a lithe flying type built for stealth and agility. Her body was painted a bold ultramarine and black, with unusual golden-orange powerlines traversing her torso, upper arms and thighs. Her head was rounded and tear-drop shaped, similar in style to a Terran motorcyclist's helmet, with a glossy black visor covering her face. Unlike Megatron's loyal communications officer, Feint had not taken a vow of silence, and would, at times, retract her visor to reveal cunning orange optics and a beautiful face beneath. Such beauty was lost upon Shockwave, who was no longer capable of being moved by a fembot's charms.

"Megatron is no longer of concern to us. I have assumed command," Shockwave stated as he strode briskly across the dull gray walls and floors.

Feint seemed surprised. "Lord Megatron is … dead?" she asked, needing confirmation of such weighty news.

"Slain by the Autobot scout, Bumblebee. One might call such a demise ironic," Shockwave said as he stopped at a set of bulkhead doors, entering an access code into scanner pad at the main terminus of the lab facilities.

Feint burst into sardonic laughter. "Slain by a _scout_? Oh how the mighty **truly** have fallen. He didn't even get a glorious end at the hands of the Prime he so hated!"

Shockwave turned to stare at his assistant, waiting for her to bring her emotions to heel before moving on. The Institute had robbed him of his emotional responses, but he still remembered what it was like to have once had them, and understood their place and function in others. If anything, Shockwave believed he now had a more firm grasp on understanding emotions than those who were still held in their sway; he could objectively quantify and manipulate them in others, untouched by them himself.

Feint cleared her intakes, noting how Shockwave stared. "Apologies, my Lord. I could not help myself."

"No, you could not," he calmly replied, moving into the terminus as the door opened in front of them.

Inside, the terminus was a large, circular room with other hubs leading to other parts of the facility like spokes on a wheel. The floors were marked with directions and labels as to what hallways lead where, everything well-lit and well-maintained. Drones trundled about carrying out their programmed tasks with repetitive efficacy, and power conduits hummed and pulsed through the walls, giving the entire facility the feel of a clockwork organism.

Shockwave continued through the terminus towards the surgical facilities on level 3B. "What is the current status of the dominant Insecticons?" he asked Feint, who followed just behind at his left.

"Shrapnel is still recovering from his last battle with Grimlock, and Bombshell is presently occupied maintaining the holding facilities for our research specimens. Kickback has been directing the hive mind of the swarm, which has left him essentially chained to one spot," Feint reported.

"And the number of the swarm?" Shockwave asked.

"Holding steady at around three thousand. The trine are unable to maintain or generate any worthwhile drones beyond that number," Feint answered, sounding disappointed.

"The Autobots have arrived in greater number now that Megatron has been disposed of, and it is a near certainty that they will send communiques to surviving neutrals and fellow Autobots to return. Remaining Decepticon forces will also have a marked interest in Cybertron, and the struggle to seize command for a counteroffensive against the Autobots will erupt shortly. If we are to maintain traction in our hold of Cybertron, those numbers must be increased or augmented," Shockwave explained. "Summon Kickback to surgical ward 3B, and inform the Doctor that I will require his assistance in an upgrade."

"As you command, my Lord," Feint nodded; she then paused, finials raised to receive an incoming transmission. "- Our drone network has just reported sighting of Predaking, Lord Shockwave. Your orders?"

Shockwave turned to look over his shoulder at Feint. "Awaken and release the other Predacons in storage, and send them to locate Predaking; order them not to engage him in battle, but to lead him to us. I am certain that his racial loyalties will give way to filial obedience once more," he instructed, before moving on to 3B. "I am also certain that your particular gift will ensure they follow your orders."

The outline of pleased eyes and smiling mouth appeared on the black reflective surface of her visor. "You may rely on it."

. . . . .

_[Chapter Four: Complete.]_

_[End of Transmission.]_


	5. Chapter 5

___[Teletraan-1 receiving request for download. Request acknowledged: Initializing ... ]_

___[Chapter Five: Access Granted. Displaying Contents.]_

_. . . . ._

Knock Out groaned and muttered to himself as he finally came back online, rubbing the side of his head. "Uuhhhng, I feel like I stood too close to Brawl during target practice," he complained, rolling over onto his side. Not yet opening his optics, he became aware that he was lying on a table somewhere; it had the stretched-diamond shape and familiar feel of a medical berth, which jolted his systems into gear in a note of worry. What had happened to him that he was in a medical facility, where was he, and what had been done to him?

He shot up to a sit, grabbing hold of the edge of the table, and found himself face to face with what could only be some kind of Autobot medic - the white and red paintjob with medical cross embazoned on her upper arms was a bit of a dead giveaway.

"Welcome to the land of the functioning once more, Mr. Knock Out," she stated, her accent placing her as having once hailed from the high-castes of Iacon.

"Where am I?" Knock Out asked quietly, sensors still recalibrating as he squinted, the lights just a little to bright for him yet. He suppressed a wave of revulsion at the sound of a tower accent; when you'd been all but marinated in hate for the high-castes for as long as you could remember, old habits died hard.

"Medical facilities within the Decagon. It's the only secure area at this time during the night," the medic replied, scribbling across a datapad with a stylus.

_"There's_ a place I never I thought I'd be," Knock Out muttered, rubbing his face and trying to blink away the ghosting and static across his sight, looking idly at the medic as she presumably filed a report on his treatment.

She was moderate in height and some type of rotorcraft, though one built for medical transport rather than combat. The way the transformation plates of her alternate mode lay against her root mode in white, flowing sheets made her look as if she were a human scientist wearing a lab coat. Her helm came to a kind of raised peak in the front, tapering down to the back, and resting across her nasal ridge were two rounded lense devices – micromagnification glasses – that allowed her to work with components too small for even a Cybertronian to see well. She had a look of maturity to her; Knock Out thought better of calling her "old", but she was probably of the same generation as the Autobot's crotchety medic, Ratchet.

"Yes, it isn't every day we have a Decepticon, former or otherwise, here among our midst," the medic calmly noted.

It was then that Knock Out heard the giggling and whispering of what could only be a small crowd of femmes.

He immediately drew his legs together and checked to make sure all of his plates were in place.

The medic cleared her intakes and chuckled softly, "Now now, no need to worry about that, everything's in its proper place. You were overcharged, not having surgery," she reassured the jumpy red mech, before looking over her shoulder at the gathered fembots who'd come to see a real live not-Dinobot mech while he was unconscious. "Give him plenty of room, girls, you'll have all the time in the world to gawk at him from here on out."

It hit Knock Out like the fist of Metroplex: He was one of only a handful of mechs in a polity composed largely of **femmes**. Femmes who had not be around anything other than Grimlock and his crew of barely sapient monsters. Femmes who were, apparently, very interested to see what he looked like – and he had no competition (Prime's team certainly didn't count, how could any of those scuffed-up clunky mechs compare to someone like _him_, after all) among what surely must be fembots who were simply _starved_ for attention after all this time...

"It looks like I really _am_ on the winning team," he said as the grin on his face threatened to split his head in half.

"Oh, so you've decided to become an Autobot then?" the medic querried with a raised optic ridge and a what Knock Out swore was a devious little smile. "Fantastic, because we already have a mission assignment for you. Think of it as an opportunity to prove to all of us that you really are a changed mech."

Knock Out's grin slid off his face and hit the floor with a clatter of disappointment. Work _already_? "But the war's over, can't we take a vacation or something?" he asked a bit desperately. He was immediately shoved off the berth from behind and tackled to the ground.

"Aaagh! What in the pit?!" he shouted, wrestling to try to get out from under his opponent.

"Time off is what you do in medbay after gettin' patched up between fights!" his attacker shouted as she maneuvered him onto his back, sitting on his chest, pinning his arms to the floor. She was a speeder frame, but lacked the willowy limbs and narrow build you'd expect from a speeder; her armor was thicker, her orange and black paintjob chipped, abraded and scratched. It wasn't hard for Knock Out to tell that she was living her own advice as she beamed at him, blue optics lively and intense.

"_Shiftlock_," the medic warned lowly. "You know there is no roughhousing in the medbay, especially with a patient."

"Awww, Socket, c'mon! He's already whining like a cyberpuppy!" Shiftlock complained, looking over her shoulder at the medic.

"No buts. _Off,_" Socket ordered with the strictness of a schoolteacher.

Shiftlock grumbled and rolled her optics, giving Knock Out a devious, playful grin, before getting up off the former Decepticon.

"Are all you ladies so... _aggressive_?" Knock Out asked, disgruntled, as he rubbed his wrists and checked his paint job.

"Please excuse Shiftlock," Socket apologized quietly to Knock Out, offering him a hand to help him up. "Her upbringing was rather... unconventional." The other femmes in the bay laughed softly among themselves.

"Unconventional?" Knock Out questioned, quirking a brow and glancing over at the orange and black femme.

Shiftlock scratched her armor, snorted loudly, turned her head and spat a wad of congealed energon into a wastebin.

"She was reared by Grimlock and his men," Socket sighed.

"Fascinating," Knock Out deadpanned, grimmacing at Shiftlock's display.

"Is he cleared for duty, Doc?" Chromia asked, stepping forward, crossing the floor towards Socket and Knock Out.

"Oh I think he's up and mobile, wouldn't you agree, Chromia?" Socket smiled, glancing in the mech's direction; Knock Out was busy checking himself for damage to his finish.

"Seems lively enough," Chromia ascertained. "All right, Knock Out, was it? Since we're all going to be working together, I think some introductions are in order." She turned her head to the group of chatterers. "All right ladies, line up and sound off!"

With some quick scurring around, the fembots, barring Socket, Chromia and Shiftlock, had arranged themselves in ranking order in the wide open area opposite the rows of medical berths.

"I'm Firestar," a red fembot grounder with a silver and orange helm greeted. "Rescue and recovery operations."

"Greenlight," a fembot with a name matching her colorscheme announced. "Researcher." She returned to busying herself with a datapad in her hands, already tuning out her surroundings to get back to her work.

"Lancer," an unsmiling orange and blue fembot in military-class armoring stated crisply with a glimmer of wary disdain in her eyes for the former Decepticon. "Elite Guard."

A red, orange and silver fembot of extraordinarily similar design to Firestar piped up cheerfully next. "I'm Flareup! I make things go boom!"

"A pleasure to make your acquaintance, Mr. Knock Out. My name is Road Rage, and I serve as both a bodyguard and diplomatic advisor," a pleasant and mannerly red and black female speedster-frame stated.

"And your name is _Road Rage_?" Knock Out asked curiously.

"That's 'cause when she transforms, she goes a little haywire. She's worse'n a stunticon!" Shiftlock explained with a laugh.

Road Rage cleared her intakes and chuckled nervously, embarassed. "It's a medical condition," she quickly added in her defense.

"Oh!" a small blue and silver minibot femme interjected, realizing it was her turn to introduce herself. "My name is Glyph, and I'm an archeometrist – say, you were on that alien world we just heard about – Earth, right?" she asked, walking up to Knock Out. "Can you tell me anything about the dominant species there? Do they have a culture like ours? Oh! I bet you downloaded some of their language modules! Would you be willing to share them?" Her optics widened and Knock Out took a step backwards as the smaller female kept encroaching on his personal space, staring at him as if he were going to become the focus of her every waking, obsessive thought. "Or maybe you could just speak some grammar structure and I could see if I could figure it out-"

"Oookay, that's enough, Glyph," Chromia mercifully interrupted, picking up Glyph by her doorwings and pulling her away from the nervous looking mech. "You can shake him down for data later. Right now we have bigger matters to attend to."

Glyph folded her arms and sulked, hanging from Chromia's grip. "Oh _bother,__" _she fussed.

"Indeed," Socket agreed, adjusting her glasses. "If you recall we are in need of your assistance in a small matter."

"Oh, right, the mission," Knock Out sighed, still not enthusiastic about work when he finally had a golden opportunity to schmooze with the fembots and be lazy. "So what is it?"

"One of our teammates failed to report back in. Word across the drone network is that she was captured by the Swarm and taken beneath Kaon," Chromia explained. "That's where you're going to come in handy. Some of the systems there are still operating on Decepticon code-"

"-And I happen to be a Decepticon," he concluded, getting the hint. "Er, _h__appened _to be a Decepticon," Knock Out added, quickly correcting himself.

"You got it," Chromia agreed.

The red mech hummed throughtfully and rubbed the bottom of his faceplate. "So who are we looking for?" he asked.

"Moonracer," Socket explained, bringing up a technical specification sheet complete with image on her datapad, handing it over to Knock Out. "Sharpshooter and scout."

Knock Out internally grinned. Oh she was a cute one: a speedster like himself with an excellent taste in color selection, mint green and white. A damsel in distress that would no doubt be very, _very_ grateful for being rescued by a handsome mech like himself-

- He must have been grinning on the _outside, _as Socket grabbed hold of him by the exterior of his audioceptors and drug him a short distance away from the others.

"Before you get any further ideas running through that no doubt perverted Decepticon-leaning mind of yours, I would like to advise _against_ attempting any sort of chicanery with Moonracer or any of the other young fembots. We have several last generation femmes as well as new constructs who have never laid eyes on a regular mech such as yourself, and they are no doubt going to find you _highly_ intriguing due to your "expatriot" status. I am an extremely skilled surgeon, Mr. Knock Out, and if I find out that you have taken advantage of their naivete, I will make certain that any component of yours used in that advantage-taking will be rendered _permanently_ incapable of further function in ways that even _you _cannot repair," Socket briskly and quietly threatened, letting go of Knock Out's audioceptor, wearing an upbeat visage as she turned toward the rest of the group, taking the data pad back from the red mech's hands.

Knock Out rubbed the side of his head, cowed. "I-I'm guessing I won't be going alone to rescue her then?" he asked, voice cracking midway through.

Shiftlock slapped a hand down on the Aston Martin's shoulder. "You got five minutes before we roll out, _partner_."

Knock Out slumped forward, head hanging low. "Frag. My. Spark."

_. . . . ._

_[Chapter Five: Complete.]_

_[End of Transmission.]_


	6. Chapter 6

_[Teletraan-1 receiving request for download. Request acknowledged: Initializing ... ]_

_[Chapter Six: Access Granted. Displaying Contents.]_

_. . . . ._

Predaking landed at last, too tired to keep flying on. Injuries sustained in his final battle with Megatron combined with hanging on to the underside of the Nemesis even through a space bridge and a landing would have killed a lesser being, but Predaking was cast from no ordinary mold. Touching down in the ruins of some large polity far from Iacon at the edge of rust sea, the massive dragon craned his neck to the orange sky and bellowed a screeling roar of frustration, mandibles spread wide. If anything still lived near by, he intended to flush it out and deal with it immediately so that he could recharge unmolested.

Nothing came. The wind howled and fragments of oxidized metal pattered against his charcoal black hide like desert sand in a sudden sharp gust, but there was no call in return.

He was alone.

Predaking made no effort to find shelter himself, dropping onto his belly, curling his neck along his right side and covering himself with his wings, keeping the rust away from the seams of transformation plates and the openings of ventilation systems. The middle of the old highway was good enough, and his body ached inside and out.

Recharge overtook his systems swiftly after a few deep, miserable vents.

. . . . .

It took several minutes before Kickback stopped screaming, but when his vocoder was disconnected from the rest of his body, the constant clicking and whirring of the disassembler filled the vacancy of sound. Spread in an X-shape inside the hoop of the disassembler, the insecticon was in the process of being vivisected, components suspended through prehensile life support cables. Tiny spans of open air gapped his body parts, arranged piece by piece in anatomical order, as if time-stopped in mid-explosion.

He was, of course, fully conscious and aware of what was being done to him. The microsurgery that was being done to him at the mechanocellular level demanded it. His face reflected indescribable agony, until it, too, was disconnected from the framework beneath it.

"I look forward to the seeing the outcome of your efforts on this one," Tarantulas chittered, hunched forward near Shockwave, four of his hands resting on the guard rail of the control platform. "That is, if he survives the process."

"Despite being the weakest of the insecticons physically, Kickback is by far the strongest of them in terms of intellect and willpower. It is that willpower that will keep him alive, just as it did with the Autobot Grimlock," Shockwave assessed, manipulating the controls of the disassembler. Directly in front of and below the surgical suspension frame, the purple scientist kept a steely focus on the work set out before him. Altering Kickback at the deepest level, right down to the building blocks of his CNA, was no easy task, and regardless of his confidence in Kickback's odds of survival, a misstep or delay in the procedure would still prove fatal. The vast majority of Cybertronians could not withstand being separated into their base components, let alone being so deeply changed.

He had vaults of parts harvested from deceased experiments to prove it.

"And if he does?"

At Shockwave's left was his ever-present assistant, Feint, her visor turned up towards the experiment in progress, the precision butchery reflected in its glossy black finish.

"That is where you will come in," Shockwave said to her. "It will take deep mnemnosurgery to prevent psychosis from setting in after the changes have been made."

Tarantulas clacked his mandibles. "You would make your mentor proud, Shockwave. Frame-type alterations at the genetic level are something even Jihaxus found challenging."

"I would feel a sense of accomplishment in that assessment, were I still capable of it," Shockwave commented, looking now at the monitors of the microsurgical panel, making adjustments to a virtual representation of Kickback's CNA, which would soon be echoed in the efforts of the nanites now streaming into the energon support lines hooked into the insecticon's various organs.

"So this is how we're going to fix the clone degradation problem?" Feint asked Shockwave, gesturing towards the cluster of still living insecticon components now being reshaped by hundreds of tool-tipped manipulator arms from a pair of medical drones. "By changing Kickback into a femme frame?"

"Correct," Shockwave replied. "Of the insecticon species, only Kickback, Bombshell and Shrapnel are sapient, self-willed, intelligent beings; I have been unable to locate any others of their kind that are more evolved than mere drones. The swarming tactics of insecticons are highly useful and effective towards our ends, but even a large swarm can fall to attrition. Individually, insecticons drones are only slightly better than vehicons. I engineered a stronger, more intelligent drone named Hardshell and sent him and his clones to Earth millions of years ago with my predacon war beasts, but Megatron squandered both he and his clones, who are now lost to us."

"The original insecticons are a mirror of our own species' greatest problem: We can generate protoforms from spark-splitting, but cold constructed Cybertronians suffer degradation of power, longevity and intellect in the process. Forged Cybertronians are an evolutionary dead-end, thanks to the loss of the Allspark. We may be physically and technologically superior to organic forms of life, but they will ultimately out-number and overrun us due to the fact that their numbers continue to grow, while ours can only shrink."

Feint was beginning to grasp Shockwave's ultimate plans, turning to stare at him, her visor displaying a shocked emoticon for a face. "Have you somehow found a way to forge sparks apart from the Allspark?" she asked, incredulous.

"All thirteen frame-types descended from the Thirteen Primes, according to the most ancient of records," Shockwave commented. "To descend from Primes would indicate that some form of spark-generation occurred in the past, prior to the Age of Wrath, when our bodies were altered by the Quintesson invaders. Few records prior to the end of that age survived, but what we do know indicates that, perhaps at one time, we did not need the Allspark to forge new Cybertronians."

"And Kickback needs to be a _female_ frame-type to accomplish this?" Feint cautiously questioned.

"Yes," Shockwave answered flatly. He gave no further input as to how or why.

The blue femme flier kept her unease to herself, her visor blanking its digital expression; it was far from lost on her that as a female frame-type, Shockwave might decide to extend his experimentation to his assistant; he used whatever he felt was most effective and readily available to accomplish his objectives. Feint fell into both categories, and she wanted no place on Shockwave's lab tables... not any _more_, anyways.

Tarantulas had kept quiet through the discussion; he was old enough to know that listening was more valuable than speaking, and this was one of those times when age and experience was on his side. Jihaxus had been right about Shockwave's potential to push the Cybertronian race to its proper place among the stars, and observing the Insecticon's augmentation filled Tarantulas with a sense of pride and a longing for old friends now long gone, lost to history aboard the original Ark. Of course he couldn't tell Shockwave the truth about what had happened in the times before the Age of Wrath, during the era of the Ancients, when Cybertronians colonized planets across space and time and had set into motion backup plans for backup plans for backup plans to ensure the survival of their species; the truth would drive Shockwave to despondent madness and may cause him to abandon his quest for Pax Cybertronia - peace enforced by Cybertronian supremacy over all other forms of life. The ancient beastformer just watched the scientist's progress, and pretended to be less knowledgeable and sane than he actually was.

Sparks flew as metal was reshaped, Kickback's spark pulsing rapidly inside the cage of its frame. It was bright and very much alive, a good sign when in such deep alteration of form, but it was also indicative of the apoplectic fit of pain and trauma being experienced by the locust. The nanites were finishing the retroviral injections into Kickback's CNA, more potent energon mixtures being fed into the suspended body parts to nourish and recover organ systems that had been torn and rebuilt at the genetic level. The nightmare was beginning to end for Kickback as the suspending wires and tubes began to pull him literally back together, making adjustments for new and altered components.

"Feint," Shockwave commanded. "Take your place at the suspension harness. Kickback is ready for mental alteration."

The blue femme was startled out of her mental rumination. "Yes, Shockwave," she quickly acknowledged, turning from him and making her way down the stairs, across the laboratory floor, and up the dias of the suspension harness, approaching the reconstructed insecticon's back. Data cables slipped from their ports at the middle of her back, dozens of interface needles spreading from their blossoming metal tips as she maneuvered them into position, plunging them into the back of Kickback's neck.

The insecticon's optics widened and reattached faceplate went slack, his mind invaded.

Across the face of Cybertron, several thousand insecticon drones began shrieking.

_. . . . ._

_[Chapter Six: Complete.]_

_[End of Transmission.]_


	7. Chapter 7

**Author's Note:** While I prefer to just let the story stand for itself, I feel as if the last chapter deserved a little bit of explanation, considering its subject matter.

The previous chapter was a bit graphic, but I kept it to the same level of robotic "gore" as was present in the IDW's "Rage of the Dinobots" comic series. Grimlock, Slag, Sludge, Swoop and Snarl were disassembled in the same manner by Shockwave, so I was borrowing that from canon sources.

Next comes the alterations to Kickback, which is probably going to be the weirdest part of the whole story. Again, this is a shout-out to IDW's continuity; IDW treats transformers as a single-gender race (while the Aligned continuity, along with many other series, have both male and female Transformers), and introduced Arcee as a formerly _male_ (neuter?) Cybertronian who had been the subject of an experiment by Jihaxus. The surgery left Arcee an axe-crazy lunatic_,_ and there was some unhappiness in the fanbase for introducing the best known female Transformer with that jarring back story. I wholly admit I found Arcee's origins and status as a psychotic ex-male to be a disservice to the character to say the _least_, but I was also open-minded enough to suspend my dislike to see where IDW's writers are going with it.

I thought very hard about whether or not I wanted to do something similar to Kickback, and I am tentatively going forward with it, because I would like to explore in a realistic way (as realistic as giant space robots get anyways) what sort of repercussions this kind of massive change would have on someone's mind. I love Kickback to pieces, and his (her?) alteration will give the most under-utilized, forgotten Insecticon of the bunch a "leg-up" in story potential. Pun intended. He is a grasshopper after all.

* * *

**Pax Cybertronia Theme Song**: "_Radioactive" - __Imagine Dragons_

* * *

_[Teletraan-1 receiving request for download. Request acknowledged: Initializing ... ]_

_[Chapter Seven: Access Granted. Displaying Contents.]_

_. . . . ._

Shrapnel threw a chair at the wall of the empty commons of the research facility. It shattered against the reinforced gray metal, parts splintering off in all directions and striking long tables with their rows of neatly aligned, sterile seats that had not seen use in thousands of years. "He's gone too far this time!" he howled, limbs twitching in rage, sparks of electricity shimmering off the tips of his alt-mode's sharp, clawed mandibles.

"You knew this was a possibility," Bombshell dismissively replied, folding his arms and leaning against the wall, watching his trine-mate's temper tantrum calmly. "We watched him do the same to the Autobots he brought in for testing. We _helped_ him administer those tests. We helped shape the Dinobots under Shockwave's direction. Why did you think he would stop at using one of us for scientific progress?"

"Because we were **loyal**, Bombshell! We weren't _Autobots!_ We weren't rebel Decepticons!" Shrapnel hissed.

"You haven't spent much time talking to Feint, have you?" Bombshell asked nonchalantly.

Shrapnel said nothing, fists clenched, back turned to the beetle-form behind him. No, he hadn't spent much time talking to **that** female, not when she all but taunted him with her brazen sensuality. She had manipulated him with her abilities, presumably ignorant or outright uncaring of the lingering effect it had on him. Shrapnel despised being controlled and hated those who had once worked for the Institute, and Feint was guilty of both crimes; at the same time she held a definite allure and appeal that Shrapnel was hard-pressed to ignore. The conflict of emotions that stormed through him in her presence had lead him to keep his distance from her as much as was possible. Nothing good, he reasoned, would come from prolonged exposure to Feint.

Bombshell, however, had no such problems when it came to Feint. Though she had used her abilities on him in the past, he had opened himself up to the experience of it, diving in, analyzing it, mentally blossoming in response to the violation of his sensors. He knew he would not be killed, and what did not kill him gave him the opportunity to discover the mechanism by which it worked. Once he understood it, he could emulate it, counter it or turn it against her.

"There is a reason why she's Shockwave's foremost assistant, and we are not. She sold herself to his ambitions completely, Shrapnel. She let him experiment on her in any way he wished, so long as he did not kill her or destroy her mind," the beetle-form explained.

Shrapnel's spark clenched and froze in its frame. "**Why?**" he asked brusquely, paranoia mushrooming inside him. "What would she gain from that? You don't allow yourself to become someone's willing slave unless you intend to benefit from it somehow! No one just _lets_ that happen to them without a reason!" Just how much time had Bombshell been spending with that whorish female? Shrapnel was left to wonder. How had Bombshell gotten this information out of her, and why had he waited until **now** to reveal it?

Bombshell's transformation plates tightened against his body in unease. Perhaps he had made an error in sharing this tidbit of intelligence with his irascible trine-mate; he could already hear the mistrust and temper roiling through Shrapnel's harmonics as he spoke. The ultra-high frequency sounds transmitted between their kind (perceived by other Cybertronians as buzzing, clicking and various insect noises) carried an extra layer of communication and meaning for Insecticons. Shockwave had learned of this hive-resonance in his studies, and had managed to copy fragments of vocabulary that he could use to order around the sub-sentient drones, but his attempts to use these to control Kickback, Bombshell and Shrapnel were entirely unsuccessful due to his failure to understand it as a secondary language. In this manner the scientist was the equivalent of a tourist in a foreign land, phrase book in hand: His fumbling translations were good enough to direct a swarmer to carry energon cubes from point to point, but his attempts at anything more commanding or complex came across as hilarious gibberish to any sentient Insecticon.

Bombshell had made a calculated risk in sharing information about Feint with Shrapnel, as he knew what sort of effect it would have. Shrapnel had been a slave, classified as a "beast of burden" in the days of the Senate's power, and the ill-tempered beetle-form had been on the end of countless beatings due to his stubborn refusal to submit and obey. Multiple escape attempts, combined with "unusual displays of intelligence" had eventually sentenced Shrapnel to the hidden facilities of the Institute. There desperate Empties, suicidals, criminals, political dissidents and malcontents had been used for mental and physical experimentation, the likes of which would have caused even the most hardened Cybertronians to purge their tanks in horror and disbelief. Though those days were long over, Shrapnel continued to behave like a starved, beaten animal who had been rescued and rehabilitated; his physical health had returned, but he would never be mentally _normal_ again. He was always looking over his shoulder, waiting for the next betrayal, the next beating, or the next dearth of energon.

Normally during these times, it was Kickback who would speak up as a voice of reason, using his natural charisma and empathy to assuage Shrapnel's anger and bring the beetle into focus. Bombshell was the thinker and planner, playing out every scenario like a game of chess, looking over details objectively, peeling back the layers of surface evidence to find the truth hidden beneath. He never bothered himself with learning to read Shrapnel's moods, leaving that to the grasshopper who could pick up the emotional tells of even the most stoic, tight-plated bots like some kind of sixth sense. It had become a calculated risk for Bombshell to tell Shrapnel anything potentially upsetting now that Kickback was incapacitated.

"That is the question, isn't it?" Bombshell calmly asked, attempting to redirect Shrapnel's accusing mind away from him and back to Feint. It seemed good tactics. "She has to be after _something_."

It seemed to work. Shrapnel relaxed, refocused back to the object of his loathing and lust. Yes, _she_ was the enemy, not his trine-mate. After all, Bombshell had suffered as much as he had in the Institute. Feint had been one of its _employees_.

Shrapnel's thoughts turned to Kickback. He was uneasy without the third of the trine present, feeling exposed by the gap left in their team. He had never imagined they would become as interdependent as they were now; Shrapnel had at first resented the locust, who had enjoyed a soft upbringing as a Senator's exotic pet. After spending time together in the holding cells of the laboratory, talking to the other two to keep the insanity of sustained isolation and tight confinement at bay, he had learned that Kickback had suffered under the hive-workers' whips as well. The locust had been discarded to the slave pens when he had grown too large for the Senator's comfort, and the weeping of Sigil's progeny at the thought of losing "little brother" had only left Sigil more determined than ever to be rid of the bug. Shrapnel soon found himself grateful for Kickback's "soft" upbringing, for it had been the key to the trine's escape; uneducated and illiterate, neither Shrapnel nor Bombshell could decypher the Cybertronian standard language, a barrier that prevented them from understanding the intents and world of their captors. During his instar-hood, Kickback had surreptitiously educated himself alongside the Senator's newly-forged apprentice, learning to read, write and speak the language of the Others fluently, along with history, math, science, and politics. Kickback had roared Cybertronian curses in fury when the guards had come to take Shrapnel and Bombshell to the vivisection labs, and the ability speak Cybertronian had badly startled the technicians. It gave them the advantage of surprise, and Kickback's ability to read had allowed them to find their way out of the maze-like network of interconnected underground facilities known collectively as "The Institute".

"I want to see him," Shrapnel muttered unhappily. It was understood between the two Insecticons whom Shrapnel was speaking of.

"Kickback isn't a _him_," Bombshell corrected. "You can't call Kickback "him" anymore."

"_DON'T REMIND ME!_" the choleric Shrapnel screamed in fury.

"You're going to have to accept it sometime," Bombshell flatly countered, refusing to be cowed by the repeated outbursts, narrowing his optics. An oppressive silence weighted the air in the room as Shrapnel and Bombshell glared at each other, their wills invisibly thrashing against each other to see who would give in first.

"We both have to accept it, Shrapnel," Bombshell firmly stated, relenting with dignity, lowering his resonance with a frequency of _apology-urging_. "Kickback was strong for us once, giving us the will to escape, and the will to live. Now it's our turn to be strong for Kickback. You heard the drones screaming. I don't know how much sanity will be left in that altered body, and if we can't accept Kickback as a _her_, there's not much chance that Kickback will be able to accept it either."

Shrapnel vented sharply, a snort of wordless, disgusted acknowledgment, before making his way to the door of the commons, intent on visiting Kickback in the recovery chambers.

Bombshell watched Shrapnel go, lingering to enjoy the brief period of isolation. He would go to see Kickback as well, but later; for the moment, he wanted to ruminate over the choices he had made, and words he had said, and how it had affected his trine-mate. Charisma was not something Bombshell had in abundance, and he was far more at home with military strategy than interpersonal affairs. If Kickback went irreversibly mad, it would fall on Bombshell's shoulders to rein in Shrapnel's temper, and look after the best interests of all of them. Though he had chastised Shrapnel for a lack of foresight, he, too, wished he'd been able to see this possibility coming **sooner**.

. . . . .

Predaking chuffed angrily beneath his wing. The _screaming_. It had gone on and on and on, driving him out of recharge, his defensive programming kicking in and waking him from his much needed slumber, charging his systems with extra energon like a shot of adrenaline. Fight or flight. There would be no sleeping now.

Rising with the languid grace of a sleepy feline, he yawned, stretching his limbs, tail swishing as he craned his head towards the sound of the incessant, ululating shrieks. He had not noticed it before, but there was a quality to the sound that was distantly familiar – certain tones, vibrations, pitches and reverberations that called to him like the sounds of distant kin.

Curiosity erased the chalk of rude awakening from the blackboard of his mind, and spreading his wings, he lept into flight, seeking the source of the screaming. Though still tired and sore, he was in a better state than he had been prior to being pulled out of recharge stasis. His internal chronometer told him that several hours had passed. It was enough to be coherent and capable of handling danger. Soaring high over the Rust Sea, the sound, audible despite the blowing wind and metallic tinkling of oxide against his body, appeared to be coming from a high plateau dead in the middle of the wastes. He rose higher, above the rust storms, and found what looked to be some kind of military installation atop the Hydrax Plateau. The noise was coming from somewhere inside it.

Landing was easy; atop the plateau was some kind of vast, smooth platform with docking bays, control towers and enough space to park something the size of the Nemesis on the metallic tarmac spreading out in front of him. Predaking had seen Earth vehicles landing on similar structures but of much smaller scale. He reasoned that this must be some kind of air port, or perhaps even space port. Decepticon equipment had been cobbled into the existing structure, easily ascertained by how it mismatched the ancient framework underneath. The Decepticon architecture was of inferior quality to whatever this had been before. The Ancients, as he had once heard Shockwave call them, were masters of technology now lost to most of Cybertronian kind. What they had made had been built to last, even through millions of years of exposure, scavenging and war.

The screaming abruptly stopped. Predaking was startled by the sudden _lack_ of sound; it had faded into the background of his awareness due to the remarkable persistence of the high-pitched, sawblade screaming and the animistic howling. He had a good idea of where the noise had originated, and being accustomed to three-dimensional movement, his sense of location and "homing instincts", as Shockwave had called them, were keen enough to let him continue to search for the source of the din.

The dragon-like beast shuffled into a large, open docking bay at the edge of the tarmac, passing the charred remains of unusually shaped bodies. He'd stopped to turn one over with his claws, alarmed at how much they resembled a Predacon ... and yet they were too small. Too much like the hominid shape of Decepticons who had been his masters. They had been destroyed by something powerful, and the scorched metal all around the area told him that a vicious battle had once been fought here. Snuffling at the long-deceased remains, he could find no traces of remaining energon to give him any clue as to these creatures' species. It was simply another unanswered question he would add to the growing pile in the back of his callow mind.

Meandering deeper into the facility, Predaking made his way past halls with crumbling statues of ancient Cybertronians he knew and cared nothing about, past the now silent machinery of an energon refinery, past evidence of war, and at last, into a wide open dome with a spiraling staircase leading to a doorway above. Without intention of lingering, the predacon placed his right forepaw onto the steps, and the room suddenly sprung to life: A holographic projector at the top of the spiral staircase blacked out the walls, projecting the void of deep space all around. Along the staircase suns, planets and moons appeared, labelled in a scrawling, harshly angled heiroglyphic language foreign to modern Cybertronians. It was the _original_ language, colloquially known as "the Primal Vernacular".

Predaking could read it.

Forgetting his original goals for the moment, the titanic ancient reptile gave in to childlike wonder, observing the planet closest to him (labelled "Nebulos") and reached out with a long, pointed claw tip to touch it. His optics widened and he snorted in surprise as the sun expanded into a larger view, showing the planets and moons, marking one in particular. It was marked 'Colony World'.

The dragon cocked his head to the side like a puzzled dog, poking at the display, which shrunk back to normal.

He poked it again, expanding it.

Sneezing in mirth, he continued poking the display over and over and over. Expand, contract, expand, contract, expand, contract! Fun. This was definitely _fun._

After the interactive visual map had lost its toy factor, and reminding himself that he was here for something else that might be time-sensitive in nature, he cleared his vents and continued up the stairs, making certain to carry himself with regal, commanding dignity - just in case someone had watched him playing with the holograms of the Ancients like a hatchling just minutes before.

He passed other worlds ('Velocitron', 'Animatron', 'Giganteon', 'Paradon', 'Junk') and paused to look at the one named 'Earth'. It had been listed not as a colony world, but as a potential resource gathering station. There were notes there concerning the presence of enormous, powerful reptilian life forms that could interfere with energon harvesting, and it had given Predaking pause. He did not recall Earth having those gigantic reptiles any longer. The humans living there had mentioned something about 'dinosaurs' and the little female of the Autobots had called him a 'dragon'. Was there some connection between the extinction of these "Dinosaurs" and his own kind in the past?

Again, another question to ponder later. There were matters that needed his attention _now._ He completed his trek up the spiral and pushed through the doors at the top.

Past the several hallways beyond, the bulkhead doors opened into a huge prison complex, rings of cells around a hollow interior, and lying on the floor at the bottom were hundreds of twitching, writhing insecticon drones. They chittered softly, erratically, the whole of the swarm seemingly possessed by mass confusion and delirium. Predaking towered over them, his shadow falling over their spasming bodies, but they made no effort to try to defend themselves. They were held thrall to some outside force he could not decypher.

He saw a distant echo of his kindred in their bodies. He could not place precisely _how_ or _why_ he felt a recognition in his spark; perhaps it was their shared colors. Perhaps it was their similar claws, mandibles and limbs. Perhaps it was something in the noises they made, the noises that sounded like a watered down, high-pitched garbling of a predacon's cry. Whatever the reason, he could not deny it: the drone creatures struggling at his feet _were_ kin.

"A predacon!" a female voice cried from inside one of the nearby cells, a hoarse whisper of shock, the word half-choked in her throat. The dragon snapped his gaze towards the bars and forcefield that made up the cell doors, glowing golden optics searching for the female inside.

Far in the right corner of the smooth silvery walls of the cell was a mint green and white female Cybertronian, a wheeled grounder by the look of her transformation plates, optics brightened at the sight of Predaking's head. While he rumbled in disapproval at the red Autobot badge on her chest, her eyes locked on the golden emblem on his, and she suddenly shot forward out of her huddle towards him.

"Please! You've got to get me out of here! Open the cells before the swarm comes to its senses! We don't have much time!" She begged him for help without a second thought, causing Predaking to take a step backwards, confused. Autobots did not ask for his help - Autobots were out to destroy him and his kind. They were the enemy! ...Or so Megatron had said. The very same Megatron that had allowed his helpless protoform brethren to perish at Autobot hands.

The female looked confused and forlorn, drawing her hand back to her chest, the hope in her eyes fading. "I don't understand. You don't have a Decepticon badge. I - I thought you weren't one of them."

Rearing up, Predaking transformed, mass shifting into a smaller (yet still comparatively titanic) humanoid frame. "I am not one of them!" he spat derisively at the female Autobot, before looking away, still working out inside how he should feel about his former Decepticon allies. "I ... owe allegiance to none but my own kind."

"That doesn't make any sense. All Predacons serve Shockwave," the female countered.

The black and gold mech started to walk forward to the right of cell, pacing in front of it, turning at the end of the cell to walk the other way. How did she know about the connection between Predacons and Shockwave? And how did she know about them at all, unless-

Out of the corner of his eye, he caught sight of the little female following his motions as he paced, walking along side him, trying to keep up with his massive stride and trying very hard to get a good look at his face, studying him with a scrutinizing gaze of her own, as if trying to read his emotions and intent. Surprised, he turned away, hiding his face from the curious Autobot, flustered at her boldness.

He peeked back at her over his shoulder warily.

"... But you don't, do you?" she continued the moment she saw him glance her way.

Predaking startled again. She had no fear of him at all.

The would-be royalty had no idea how to deal with someone who was not intimidated by him; _everyone_ had been, even Megatron! How could she not be afraid of the overwhelming power he possessed, the danger he represented? It was madness! He resolved to nip this in the bud before it got out of hand. "I serve no one but myself!" he roared, whirling on her, glaring down at the much smaller Cybertronian inside the cell, lips pulled back to show his fanged dental plating, trying to make himself look as threatening as possible.

"Well then get me out of here!" the femme retorted, sounding exasperated, frowning in a disconcertingly cute way. "You have no reason not to!"

No dice. She wasn't the least bit moved.

Predaking reached over to the locking mechanism on the wall outside the cell and opened it, machismo deflating like punctured balloon. Before he could try to gather up the confused shards of his ego the female was clinging to him, arms encircling his waist, cuddling up against him like a scraplet against a warm vent pipe. "Oh thank you!" she whispered in gratitude as Predaking's whole body seized up like an engine running without oil, plates raised, flummoxed by the display of affection. "Shockwave was going to use me as a research project! You saved my life!"

He had saved an _Autobot's_ life. He did not know which felt worse - tangle of mixed feelings her hug produced in him, or the fact that he had aided the enemy. Uneasy with both, Predaking wedged a hand between himself and the female, prying her lose from his body and pushing her aside. "I owe you nothing!" he groused, folding his arms across his chest and looking away again. "I released you because I want information. It is a fair trade."

Unbothered by the forced distance put between them, the green and white femme stepped around Predaking's side, trying to meet him eye to eye no matter how many times he turned his head. "Sure! I can probably tell you what you want to know," she cheerfully replied.

The big mech relented, dropping his arms to his sides, staring down at the female, wearied by her persistence, his lingering injuries, and general lack of rest. If she wanted to study his face that badly, so be it! He leaned down to get his face as close as he could to hers in puerile defiance. "**Predacons**. You know about Predacons and Shockwave. **How**?"

"He has them here on Cybertron in his main lab," the girl explained. "We've seen them before during energon raids."

It was if he'd been tossed into the Arctic of Earth and defrosted all over again, a cold slap of shock followed by a sudden warmth of renewed hope. His kindred were _alive_ - at least some of them! - and they were **here** - on Cybertron! They were here where he could reach them, protect them, guide them at _last!_ Excitedly Predaking grabbed the girl's upper arms and shook her _lightly_, quickly remembering his own strength before he accidentally harmed her. Oh _no_, he did not want that _now_, not when she could lead him to his missing kindred! "Where?!" he demanded. "Where have you see them on these raids!?"

The female Autobot nearly lost her footing as she was shaken, taken off guard by the display of emotion and interest, but not offended by the gesture at all. "It was lunations ago, they could have been moved by then, so I can't be entirely sure where they are now!" Telling the truth was hard for her to do, especially when the desperate predacon seemed to wither inside with the news, but she had no intention of lying to her savior. She owed him forthrightness for her freedom. She couldn't stand to see him give up now, not after she'd gotten a good look at his eyes; she could see now why he had tried to hide his face from her. Unlike Shockwave, who had nothing inside to hide and no face to hide it on, this predacon had an honest, innocent spark and it shone brightly through his golden eyes.

"Now don't be like that," she consoled. "I'm sure my friends and I can find them for you if you're looking for them. If they're that important to you, and you aren't working for Shockwave, maybe we can help you rescue them."

Predaking sealed his vents. He dared not hope for such a victory, lest he be dashed to pieces when those plans fell through. "... You would assist me? Your friends-" He stopped mid-sentence... Her friends were almost certainly _Autobots_.

"Of course I would, and so would they. Like I said, you saved me from a fate worse than being extinguished," the girl explained. "Look, if we're going to do this, we'd better not sit around talking about it all day. Those insecticons aren't going to stay curled up and on their backs forever, and I don't know about you, but I'd rather not end up back in that cell. Let's get while the getting's good."

He could not argue with her logic, and for now, she was his only hope of finding his remaining brethren. He released her from his grasp.

"The name's Moonracer!" she announced, tiptoeing past the fallen swarmers. "Follow me, I remember the way they brought me in here, so I can find a way back out. I won't be able to radio back to base until we make it out of the rust sea - there's too much interference - but once we're clear it's a straight shot to Iacon. Once we get back, we'll start looking for your friends. I'm sure we'll find them in no time!"

_Iacon_, Predaking thought. _So that was the name of the Autobot's home -_ And then it dawned on him: Optimus Prime and his allies, the ones whose hands were stained with the energon of his helpless fellows, were Autobots, just like this persistent, abrasively chipper female. Iacon would also be _their_ home, and this girl would lead him straight to his sworn enemies.

"Then let us depart," he replied to Moonracer, transforming back to his draconic alt-mode, already planning his revenge.

_. . . . ._

_[Chapter Seven: Complete.]_

_[End of Transmission.]_


	8. Chapter 8

_[Teletraan-1 receiving request for download. Request acknowledged: Initializing ... ]_

_[Chapter Eight: Access Granted. Displaying Contents.]_

_. . . . ._

Tarantulas, terribly amused, sat in his lair, reviewing the details of the upgrade surgery on Kickback. It was acceptable, he reasoned, and the Insecticon would function according to Shockwave's plan. He had to admit, Shockwave showed great promise, his scientific accomplishments growing despite having been reared as a Senator's progeny. Such was the inherent flaw of the caste system; the lower classes suffered greatly, their greatest talents wasted, but they had never considered that the_ upper_ classes had suffered under the Functionist yoke just as much. Shockwave was living proof, bound by guild dictates to serve as a member of the ruling class instead being allowed to fully pursue his inborn calling to research.

There were so many promising researchers from that batch of sparks pulled from the well, and yet many of them due to their powerful or unusual forms had been selected as Senatorial progeny. Their CNA had the genetic earmarks of Primes, falling into certain sparklines of the Thirteens, causing them to be assigned positions as future Senators. Tarantulas had been informed of the auspicious mass birthing of Primal contenders after the disappearance of the Ark; the Guildmasters had said it was the beginning of a new Golden Age, a comforting message from Primus in aftermath of the Age of Wrath. Elders such as himself, Alpha Trion and General Strika had been called in to observe the new potential Primes and record their unique characteristics. Tarantulas and Jihaxus had both made note of young Shockwave. Quintus Prime's stamp was heavy on the bright-eyed, intellectually gifted protoform.

The Shadowplay done to Shockwave - the forcible firewalling of his emotional capacity away from the rest of his brain module's programming - had cleared the way for rationality and the ambition behind it to flourish. Shockwave had given himself up to logic, finding the sudden lack of storming emotions inside him a welcoming calm. The old spider cackled aloud to himself. _He_ had been the founder and creator of the Institute, and no one but the now dead Senator Proteus, who had commissioned the mental abattoir for the price of a rotorcraft's freedom, was the wiser.

_Yes,_ Tarantulas thought to himself. _Let Shockwave congratulate himself on his genius. He is a fine lad for retracing the baby steps of his ancestors._ Given enough time, he might even discern that the Insecticon he had put through frame-type alteration was _already_ an engineered creation, a revival of potentially lost frame-type that had not walked the face of Cybertron since the days of the Ancients and their Metrotitan colony ships. One day Shockwave would truly delve into the reason why he found only **three** sentient Insecticons among the hives of mindless beasts, why Airachnid could interface to their hive mind, and why Shockwave's predacons would eventually discern the bugs as kin. On that day, Tarantulas would be waiting, ready to pour the sanity-destroying secrets of the Ancients into Shockwave's mind.

. . . . .

Bombshell stared up at Kickback, uneasiness growing in the pit of his spark.

Oh Kickback was unequivocally a **her** now, there was no denying it. The hyper-evolution chamber sped up the healing process after the intense frame-alteration surgery, but it also sped up the shifting of base CNA that had been programmed in through reconstruction at the nano-cellular level. He had seen it done to the Lightning Strike Coalition Force, how Shockwave had taken genetic samples from the giant reptiles of terra, converted the organic, carbon-based DNA into silicon-based CNA, and recreated Grimlock and his team from the cell upwards. He knew it could be done, but the results never failed to impress him. His trine-mate was a different creature now, and the balanced relationships between the three Insecticons would be shattered, at least for a little while.

He placed his hand on the glass of the cylindrical chamber, emitting a questioning resonance, testing to see if Kickback was anywhere near consciousness. He received nothing in return. His trinemate's field was silent and even in stasis-recharge.

Through the honey-gold fluid, he could make out Kickback's new shape. Still identifiably an Insection, still a swarmer - what the Terrans would call a locust - but the body structure was all _wrong_. The legs were longer. The hips were wider. The chest lacked broadness of shoulder and the forward transformation plates were more pronounced and bifurcated down the center into two masses. The arms were slender, and the wings and antennae much longer - and a faceplate. When did Kickback ever have a faceplate?

That is when Bombshell stopped and took a step back, withdrawing from the immediate presence of the hyper-evolution chamber. Maybe he'd stared too long, because a rush of new urges were flooding his processors.

He'd felt these before, but from the safety of the other end of a cerebro shell, so he could identify them; he knew the mind as well as any mnemnosurgeon (no, _better_ than any of them, as he could probe far more deeply into the brain module and gain total control from the safety of his own internal firewalls!), and he was familiar with neural coding unique to each of the thirteen frame-types.

It was for this reason that Bombshell withdrew from the immediate presence of Kickback. The urge that had briefly roared through him was one he did not believe he possessed, until now.

There it had been; he had wanted to open the chamber, pull the now remarkably female Insecticon from inside it to himself, to hold and to possess her, and to violently drive away any mech that might try to separate him from the object of his - yes - _desires_. He wondered if Shrapnel had felt the same foreign, powerful drives rising up in his spark as well. The trine bond would not survive long if he had. The competition creeping up between them would shatter the unity of the team.

That, however, was not the most pressing thing on Bombshell's mind. The tactician was busy fretting over what he considered to be the more worrying aspect of the entire affair: If the Insecticon breed had previously been an all-mech frame-type, why had he reacted differently to even the *sight* of Kickback as a female? By all logic he should not have felt anything out of the ordinary at all - if Kickback had been reforged into a tank or a train he would have gone on as normal, with perhaps a slight longing to have his trinemate an Insecticon once more - but he HAD felt something different, and that was what clenched his tanks shut in fear. Why did an all-mech frame-type seem to _instinctively know_ what to do when a **female** of the frame-type appeared? Where had this long-dormant base programming come from ... and why was it there at all?

Nevermind the subtly-threatening glances Shrapnel was now casting his way from across the recovery ward; rivalry tearing apart their trine would be dealt with later! Bombshell was in full mental upheaval, the tactician's previously ironclad assumptions about himself, his frame-type and his species being detonated out from under him, casting him into the terrifying pit of fumbling ignorance. His entire modus operandi hinged on solid, reliable, provable fact, and now that impregnable fortress of information had turned out to be an assumption-built house of cards. Nothing was solid anymore, nothing knowable! What other secrets were lurking inside his CNA, waiting to spring on him and take him unawares?

"Nothing makes sense anymore!" he cried, his mind turning in on itself, trying desperately to sort out mismatching shards of his broken worldview. He cursed his intellect, that he understood the ramifications of such a simple set of _feelings_, and wished for Shrapnel's less impressive processing power. Perhaps sanity would not be slipping from his grasp if he were stupid!

_I'm sorry_, he thought to Kickback, looking up at her quiescent form in the tank a few steps away. _I don't know how I can help you keep your sanity when I feel like I'm losing my own._

. . . . .

It had been awhile since anyone had come to check on Starscream, and he was beginning to wonder if he truly was going to be left to rot.

The worst part of his confinement was the lack of marking time. There was nothing to tell him when it was day or night, nothing to mark the passing of cycles, no way of knowing if he'd been in there a megacycle or a whole lunation. While he cursed the situation, he could not help but admire the sinister perfection of the prison's design, which would hold him fast and torture him at the same time, breaking down his sense of reality without anyone so much as having to lift a servo to do it. Shockwave was frighteningly skilled at this sort of thing. Starscream wondered how he had never noticed it before.

He was beginning to doubt himself, to question everything he'd done, his skills, his motivations, his capacities as a commander, his mind caving in on itself, his will to fight crumbling. He would suffer a complete breakdown without anyone having ever touched him, reduced to a quivering mess that could not trust his own thoughts and memories.

The sound of footsteps echoed in the silence of the prison. breaking his downward mental spiral.

Starscream sudden got to his feet, going to the forcefield and bars of his cell, trying to crane his head around to see if he could catch a glimpse of someone coming, see where the sound originated from, it was something! Something to keep his mind from eating itself alive!

"Who's there?!" he shouted nervously. "Is someone coming for me?"

The sound stopped.

Starscream vented pensively. Had his mind been playing tricks on him? Had he only imagined the sound? Or was it something else, something far worse, perhaps someone sent to actually torture him?

Footsteps again. The seeker's wings rose like hairs on the back of a human's neck. Someone _was_ coming for him - the sound was drawing ever near! Starscream darted over to the side of the cell and flattened himself against the wall facing the direction of the oncoming stranger. He positioned himself so that he would not be seen until the last minute. If whoever was coming was not cautious and opened the cell early, he might be able to overpower his captors and escape.

The sound of footsteps stopped just a short distance from the edge of the cell.

The seeker grimaced, clenching his dental plates. Were they going to taunt him now, make him wait? What kind of testing was being done to him?!

"_Starscream." _It was a sultry voice, barely above a whisper, brushing past his audioceptors soothingly.

"What do you want!?" he peevishly snapped.

Immediately he slapped his hand to his face, disgusted with himself for answering without a second thought.

Feint strolled into view, hands on her hips as she stood on the outside of the cell, looking in at the fretting, captive Seeker. She laughed softly in amusement, a digital smile and the outline of alluring female eyes in neon orange displayed on the black plate of her visor. "Well that's hardly a way to greet a lady, _Air Commander_," she teased, shifting her weight to her right leg.

Starscream snorted dismissively, folding his arms, walking away from the wall and turning his back to the female, trying to recover his dignity and pride. "I stand by my statement. I have no idea who you are or what you want, so state your business and leave me in peace."

"Tsk. I would have thought you'd be dying for some company by now. It must be terribly boring in there. Nothing to do, nothing to see, nowhere to fly," Feint casually replied.

Starscream's ailerons flicked, her words striking a nerve-cable. "I'm perfectly fine," he lied, gesturing with one servo as if to shoo away a servant. "I don't have time for one of Shockwave's little drones."

"Do you have time for Shockwave?" Shockwave asked flatly.

Starscream startled in surprise, nearly falling forward, whipping around. The massive purple scientist was there, the female suddenly gone. "Sh-Shockwave!" the seeker gasped. "Wh-what is the meaning of all this?! What are you going to do to me?!"

"Oh I see how it is. Full attention to the scientist but not the assistant. Isn't that sort of thing how you ended up in this mess to begin with?" Shockwave sighed, putting one hand to his hip and shaking his head.

Starscream blinked twice. "Shockwave, are you... feeling all right?" the seeker questioned, watching Shockwave examine the cleanliness of his one good hand, hip tilted to the right.

"Oh I'm perfectly fine, Starscream," the scientist reassured, opening the door of the cell, passing through the forcefield easily, stalking towards the jittery seeker. "In fact, now that I'm here with _you_, I'm even **better**_,_" he purred._  
_

Starscream's spark nearly jumped out of its frame and he fell onto his rear, scrambling away backwards. "Sh-Shockwave!" he squeaked. "I-I had no idea that you had such... feelings!" He found himself up against the back wall of the cell, Shockwave still slowly stalking towards him, shadow falling over the Seeker, that crimson optic burning like the pit. "Really, I'm very flattered that you feel this way butI'msorryIdon'tthinkitwouldworkoutbetweenus-!" Starscream blurted out all at once, wings stock stiff, body trembling.

WHAM! Shockwave's hand and cannon barrel slammed into the wall on either side of Starcream, who jumped and screamed, eyes widened to the limit his physiology would allow.

"How's about a kiss?" Shockwave cooed.

"_You don't even have a mouth!_" Starscream shrieked.

'Shockwave' suddenly burst into laughter, no longer able to keep up the charade; his form started to contract, colors changing from purple to blue, arms, legs and body reshaping as if made of water. It resolidified into Feint, laughing through the whole metamorphosis, voice shifting tone and pitch in step with the transformation. Hands still on either side of Starscream, she turned her visor to him, an emoticon of teary-eyed laughter spread across her face, trying to bring her laughter down into fits of giggling.

Starscream suddenly scowled. "You're a Shifter!" he snarled.

"Very good!" Feint praised, emoticon changing from laughter to smugness. "You finally noticed! What was it that tipped you off, the way Shockwave was not at all like himself or the transformation in front of your eyes?"

"You little vermin-!" Starscream lunged for Feint, furious at having been humiliated, trying to wrap his hands around her neck.

The moment his hands made contact, burning, unimaginable pain shot through his arms. He howled, jerking back his hands, only to see the mesh and paint bubbling, blackening and peeling away from his endoskeleton. His arms were on fire! They were smelting away in front of him, the circuits turning to slag and even the skeletal frame underneath turning white-hot and sagging into an amorphous puddle of molten metal! The **pain**! The pain was going to make his systems lock up-!

And then he was fine. His hands and arms were whole and untouched, the sensation abating as fast as it had come on him. He vented heavily, gasping for breath, staring at his limbs and trying to make sense of what had occurred.

"You aren't allowed to touch the dancer," Feint purred from in front of him. "Or you'll be thrown out of the club. Do you understand?"

"How did you...?" Starscream was still trying to make sense of it all, rubbing his hands to make certain they were, in fact, still in one piece.

"Oh, but I thought you didn't have time for one of Shockwave's little drones?" Feint taunted, folding her arms over her chest.

"I changed my mind," Starscream flatly replied, scrutinizing her.

"Smart mech," Feint said, pleased with the response.

"I reiterate: What do you want with me?" Starscream brusquely questioned, eyeing the shifter warily.

"That is the question, isn't it?" Feint replied coolly.

Starscream frowned as she avoided giving an answer. "_Yes_. That's why I_ asked_ it."

"I don't believe I'm required to answer you," Feint cheerfully rejoindered.

Incredible! Where in the depths of the Pit did Shockwave_ find_ this creature? "If you're just here to torture me I'll deny you the pleasure and _offline myself!"_ Starscream threatened, moving his sharply pointed digits towards his own throat.

Feint flashed an emoticon of doubt and focused on the former Air Commander, now serious. "I don't think you're capable of it."

"_Try me_," Starscream smugly retorted, narrowing his eyes. Oh, it was possible she'd simply do whatever it was she did to make him feel as if his arms were smelting away from his body, but he had moved away from being repeatedly shocked to trying to grasp hold of the situation by any means necessary. She was testing him - he firmly believed it - and now he would push back using the only leverage he had available. He would hold his own life hostage to determine if they had need of him still, or if she were here to toy with him like a turbofox with a cybermouse before the final blow.

Feint's visor blanked its expression, guarding herself from any physical tells that might clue the seeker into what was going on in her processor. That in itself gave Starscream hope. If she had to hide her face, perhaps this threat held some weight. There was always the possibility that she was trying to misdirect him with such a maneuver, but if he gave in to overthinking the situation, he would lose valuable reaction time. No, sometimes you just had to go with strut instincts and hope for the best.

"I can just as easily override your sensors as I did before and prevent you from doing anything," Feint challenged. "And then what, Air Commander? What will you do if I can imprison you inside your own body and leave you no escape from _anything_ I wish to do to you? I can keep you alive and suffering for an unbelievable amount of time. You are without information, without allies, without hope, without escape," Feint stated firmly. "_There is no way left for you to resist me._"_  
_

"You're **wrong**," Starscream boldly countered. "I can _will_ myself to die."

_"You don't have the strength_," Feint icily denied.

Something inside the seeker boiled over. He'd been pushed into a corner, stripped of everything, even control over his own life, and this Shifter continued to push him, dress him down, crush him further against the mental wall. He had always feared death, and Megatron had held that over him like the sword of Damocles, used it to break him like a falcon to Decepticon leader's fist. But here and now, death would be the ultimate act of rebellion, of spitting in Shockwave's eye, and taking control of his fate.

_"YES I DO!_" Starscream shouted in fury, turning on Feint and catching her offguard, shoving her to the ground. Instantly he felt the searing heat of a smelter not just on his arms, but on his whole body. He was burning, roasting alive, he could _see_ his mesh crisping off and dropping away, but at that moment he no longer **cared**. "If I'm burning I'm_ taking you with me!_" he snarled, tackling Feint, pinning her to the floor, fighting through the pain, steeling himself to his end. He would not die cowering in a cage, alone, broken and mad - he would go down fighting, resisting with every ounce of power in his spark!

And then the pain began to subside.

The edges of the illusion were beginning to crumble - he could see flickers of whole, perfect mechanical flesh amid the burning, melting skeleton. There were spots of cool in the fire. Spots of relief against the soaring agony.

He was only encouraged as he wrestled with Feint, screwing his courage to the sticking point, trying to focus _through_ what he now understood was an illusion, a war over control of his sensors, fighting her with his mind and his will as well as his body. The more he focused on the goal of restraining her completely, the more he refused to let death and pain frighten him, the less effect the illusion had on him, until finally, it **broke**.

Straddling Feint's waist, pressing her wrists to the floor just above her shoulders, Starscream's vents kicked in heavily, plates opening wide to release the heat of his exertion. He'd done it. He'd _won_.

Feint's visor snapped open, drawing away from her face to the sides of her head, golden-orange eyes bright, smile pulling at the corner of her lips.

"Bra-_vo_," she praised, catching her breath. "You did it."

Starscream was no longer in the mood for games. He squeezed her wrists until he could hear the metal whine in protest as it deformed. Feint's face screwed up in discomfort, and she sucked in a vent of cool air, holding it in her torso. "What do you mean?" he demanded, glaring down at her._  
_

"Nngh! - You finally found your will!" Feint blurted out, squirming, hoping for a reprieve from the Seeker's hard grip. "That's what I came here to find out - to find out if there was anything left of your will!"

So that was it?

Feeling generous, Starscream relented, releasing Feint's dented hands, sitting up, keeping her immobile beneath him for the time being, thighs pressing against her waist and torso to prevent movement or transformation - or so he hoped. She _was_ a shapeshifter after all. "Explain yourself," he commanded. Yes, _commanded_. No more whining. No more snivelling. He had been second to Zeta Prime once - how had he forgotten it after all this time? How had he managed to swallow down and extinguish the ambition that once drove him to believe _he_ should have been rightfully prime?

The answer came moments later in the back of his mind.

**Megatron**.

"I've watched you for a long time," Feint began, "and I was starting to wonder if Megatron had ruined you. If I had misjudged your potential for leadership. I had to test you, to see if you'd fold or if you would finally resist. I had to press you until you finally broke your own mental chains, or died trying."

"And who are _you_ to attempt such a thing with me?" Starscream demanded, still angry, his systems still locked in overdrive, fight-or-flight.

"Someone who is far more loyal than you can ever know," Feint responded firmly, narrowing her optics.

The Seeker glanced down at her. "You don't even wear a Decepticon badge," he mocked, "so I question exactly to **whom** you are loyal."

"_Us_." Feint countered. "I am loyal to Cybertron, to us, to our species."

"So you're a** supremacist**," Starscream snorted in disdain.

"Tell me you_ weren't_," Feint countered again. "Tell me, when you joined the Decepticons, that you valued other species over our own. Tell me you did not set out with Megatron and his rebellion in the hopes of unlocking our species from the stagnation of the castes."

He had no ready comeback for that statement. She was right.

"That is why I presently serve Shockwave," she continued. "So far, he is the most fit individual on this world to recover our species and keep us strong enough to compete with the other races in the galaxy. We are a _blacklisted species_, Starscream. The galaxy will not even lift a finger to help us in a time of genuine need. If we have no vision, we will go _extinct_. **That** is why I pushed you. I saw in you the potential that Megatron no doubt did those millennia ago, but I had to make certain you had the will, the intellect and the cunning left inside you to do what is necessary to help us all _survive."_

Starscream studied the face of the femme pinned beneath him as he rolled all of this over in his mind.

"And you say all of this knowing Shockwave might be listening to all of this right now?" he asked.

"Do you think Shockwave does not take into account these sort of things in his plans?" Feint answered.

Starscream smirked. "So you willingly risk your life to try to incite me to rebellion against Shockwave?"

"The needs of the race outweigh the needs of the individual," Feint smiled. "Take it as a bit of an ego stroke if you like. After all you've been through, I would think that you could use one."

Starscream leaned over Feint. "Only those who think they're superior show pity."

"Prove that I'm not," the shifter stated.

The Air Commander's optics brightened. "Challenge accepted."

. . . . .

_[Chapter Eight: Complete.]_

_[End of Transmission.]_


	9. Chapter 9

_[Teletraan-1 receiving request for download. Request acknowledged: Initializing ... ]_

_[Chapter Nine: Access Granted. Displaying Contents.]_

_. . . . ._

"Sources are confirmed, Sir. The scan data has been caught from multiple sensors," Greenlight explained, fingers dancing across the input board. A loop of video played over and over on the large holographic display: Insecticons suddenly stopping in mid-motion, then becoming erratic, falling over, convulsing, and most of all, screaming.

"And this has never happened before?" Ultra Magnus asked, arms folded, staring intently at the display.

"No, and we've been here since the launch of the Ark," Greenlight explained, turning partway around in her seat to look at the others behind her. "We know they're connected through some kind of hive-mind, it's what allows them to function as a super-organism, with one of the three evolved Insecticons acting as the control and brain of the swarm, but we've never seen this happen. The only conclusion I can offer is that something happened to one of the Trine."

"They've been operating the swarm without Shockwave for some time now," Elita-One said to the members of Team Prime gathered in the communications center of the Iacon base, "but even when he was present on Cybertron, we never observed them having this sort of collective seizure."

"Which means that Shockwave must be back on Cybertron," Arcee stated firmly. "We saw him drag Starscream away from the Omega Lock platform on the Nemesis after Megatron was destroyed, and the ship logs indicated that an escape pod had been launched afterwards."

"Are you absolutely certain it's Shockwave?" Socket asked Arcee. "We know that he has not been working entirely alone on Cybertron. He has a handful of assistants, as well as Predacon warriors."

"Wait, there are Predacons on Cybertron? As in, alive and active?" Bumblebee questioned, optic ridges raised in surprise.

It was Elita's turn to join in that surprise. "You know of the Predacons?"

"Yeah, we slagged a scrapton of them back on Earth," Wheeljack explained from his position against the back wall, leaning against it, arms folded. "But Ol' Shockers had one really big one that gave us trouble."

"Predaking," Bulkhead continued, finishing Wheeljack's thought. Ultra Magnus, somber, looked at the prosthetic claw that had once been his hand, lost in a battle with the Cybertronian dragon.

"Looks like he hedged his bets," Chromia added, joining in the conversation. "He kept some Predacons here, and sent others to Earth - but that still doesn't explain what happened to the Insecticons just now, or if what happened was because of Shockwave."

"Right," Greenlight nodded. "We can't rule out the possibility that Shockwave is here on Cybertron, and if Megatron is dead, that just means he has free rein to carry out whatever his own plans are. He isn't going to stop just because the Decepticon army has fallen. He's always been quietly building his own."

"Pfft. We'll stop him, just like we did Megatron," Smokescreen confidently stated, smile on his faceplate.

"You haven't fought him as long as we have," Slug rumbled. "He is no easy foe. Not even the Wreckers - not even _us_ - could dig him out of his nest, or stop his minions completely. Do not be overconfident."

"Slug is right to be cautious," Optimus Prime stated at last, having listened to his friends and comrades, contemplating the information before him, and then opting to speak. "Shockwave is a brilliant scientist, but he was also once a leader on Cybertron. If anyone were to revive the Decepticons, it would be him, but we need more information before we can act. We have to be certain Shockwave is here on Cybertron - that he intends to threaten the peace - and we need to find out why the Insecticon swarm suddenly suffered a mass malfunction."

"**If** Shockwave is attempting to continue in Megatron's footsteps, we will need to be cautious with Knock Out," Socket advised. She shook her head and vented, worry creeping up into her features. "Now I wish I hadn't sent Shiftlock out with him to look for Moonracer."

"Eh, Shifty's more than capable of handlin' that two-bit dirt-kisser," Swoop reassured Socket confidently. "Th' Boss taught her how to fight like a gladiator."

"Speaking of your boss, where _is_ Grimlock?" Elita-One asked, noticing the Dinobot's total absence from the room.

. . . . .

ONE HOUR BEFORE:

"Well that's new," Springer mused from his position inside the cell, watching the Insecticon drones outside twitching and seizing up on the walkway outside their prison. "Maybe it's time for us to finally bust out of here."

"Not just yet," Alpha Trion admonished, jotting down a few more notes into the book on his lap with an ancient stylus-like object in his right hand.

"What, you mean we're just gonna wait around for Shockwave to-"

"_I SERVE NO ONE BUT MYSELF!_"

Springer took a step back as the voice thundered through the open structure of the prison inside the Hydrax Plateau. He frowned. "Someone's down there." He went to the very edge of the cell, as far as he could without coming into contact with the forcefield, which would electrocute him into stasis lock if he did. "I can't quite make out what they're saying - there's two of them, a mech and a femme." He turned to look at the elder Cybertronian. "We don't have time to wait around taking notes, Trion. This could be our only ticket out of here."

"Patience is a virtue," Alpha Trion stated, persisting in his work.

"Look, someone could be in trouble down there!" Springer protested, unhappy with being held back from what he considered his duty.

"What is happening below is destiny," the elder Cybertronian politely but firmly declared.

Springer scowled and turned back towards the cell door, trying hard to see what was going on down below. The design of the prison made it almost impossible. "You mean it's _destiny_ that someone might be getting killed down there?" was the triple-changer's acid retort.

"We are all destined to see the end of our lives one day," Alpha Trion calmly replied.

Thrashing violently, one of the Insecticon swarmers suddenly flung itself into the forcefield of the Autobots' cell. A white-hot burst of plasma exploded outwards from the field, cooking the swarmer into a blackened, smoldering husk. The field generator shorted out, leaving only the bars of the cell to contain the prisoners.

Springer kicked open the door to the cell, shattering the lock and banging the door loudly against the other side of the bars. He turned to the older mech and flashed him a victorious smile. "I don't know about you, but I've got better things to do tonight than die."

. . . . .

THE PRESENT:

"Where'd you pick up that slick alt-form?" Shiftlock asked Knock Out as they sped across the Kalis Freeway towards the Badlands far to the south of Iacon, both in vehicle mode.

"On Earth," Knock Out answered, very pleased with the praise heaped on his vehicle mode choice. "It's called an "Aston Martin". Despite the fact that the planet is populated with inconsequential, irritating organic creatures, they _do_ know how to make a fine automobile."

"I'll say," Shiftlock agreed, lowering her tone as she continued, "When I saw you transform I kinda wanted to... well..."

The red mech was now _highly_ intrigued, driving a little closer alongside the orange and black speeder. "Go on," he coyly encouraged. Okay, so she was no high-caste courtesan, but who was he to turn down a free lap around the track?_  
_

"_I kinda wanted to lick your seats_," Shiftlock hastily blurted out with an almost creepy eagerness.

Knock Out drove back onto the road.

"OK, _that_ was bawdy even by Decepticon standards," Knock Out coughed, trying to mentally compose himself.

Shiftlock just laughed. "Wow, I didn't think I'd make you lose control of your own steering wheel!"

Knock Out grunted, disapproving. "You can't just go making comments like that! Especially when a mech is driving!"

"And why not?" Shiftlock asked, still in high spirits from her minor 'victory'.

Knock Out revved his engines, zooming ahead and sliding into the center of the road, transforming out of drive; Shiftlock's response time was in nanokliks as she braked heavily and transformed a short distance away from him, looking puzzled as to the sudden stop. "Look," he began, exasperated, "It's just not very -" He paused, searching for the right words as the younger female walked over to him. "- not very _femme._"

Shiftlock's optical ridges raised before sinking lower into a mild, questioning frown, smirking. "So?" she rebuffed curtly. "Like it matters out here. Bein' a femme doesn't **mean** anything. The only thing that matters out here," she said, gesturing with one hand towards the rusty, ruined surroundings, "is whether or not you can kick aft and live to see another day."

"It's not going to stay that way forever," Knock Out admonished. "Things are changing, and there will be more Cybertronians coming back from all over the galaxy, trying to make their home here. You're not going to be able to keep living like - like a _dinobot_!"

The femme suddenly scowled. "_What's wrong with being a dinobot!?_" she snarled, instantly furious. "You could only HOPE to be HALF as good as ANY of them!"

"Do you have horns?" Knock Out asked Shiftlock, folding his arms across his chest, unperturbed by her anger.

The question took Shiftlock offguard. She blinked and her scowl softened as she squinted at the red mech, as if she wasn't sure her audioceptors were working right. "What?"

"_Do you have horns_?" Knock Out continued. "Do you breathe fire? Do you walk on all fours, or maybe fly around on wings?" he pressed, driving his point home, leaning in closer to Shiftlock and getting her face.

"I -" the femme's words died in her throat, her mouth opening and closing, but failing to produce a rebuttal.

"Oh that's _right;_ you **aren't_._** You're not a dinobot, you're a _speeder._ You're not a mech, you're a _femme_," the former Decepticon continued, "and there is going to come a point in your life when you're going to need to start _acting_ like it! If you keep carrying on like you were drug out of some _junkyard_ you're going to end up isolating yourself from everyone else, and despite how completely _obnoxious_ you are, I feel like you deserve a fair warning before it all crashes in on you!" He turned his back to her, sparing himself from what he was just _sure_ would be leaking lubricant and pathetic sobbing. He hated to be harsh on such a young femme, but by the Pit, _someone_ had to set her straight; much as he hated to even consider it, he was beginning to see _why_ the guilds and caste systems had been imposed, unfair as they had become. Little femmes shooting their mouths off and talking like Combaticons on shoreleave were going to get themselves _hacked_ if any **truly** dangerous Cybertronians showed up. It almost made him shudder to think what someone like Overlord, Vortex, Motormaster or Sixshot would do to her, and she was just too - too _young_ to suffer that!_  
_

Knock Out grimaced to himself, wondering why he should even _care, _it was _her own_ ticket she'd be punching, and he owed her no favors -

- He felt her tapping on his shoulder.

Great.

With a heavily put-upon vent he turned around to face her. "What is it _now?" _he grumbled.

Shiftlock, wide-eyed, was staring up at the sky. "Um. Look behind you."

The red mech cautiously craned his head over to the left, and his spark sank into his feet.

"Oh **scrap**."

. . . . .

_[Chapter Nine: Complete.]_

_[End of Transmission.]_

* * *

**Author's Note:**

The chapter would have been longer, but I feel as if I should wait to continue this story until after I've seen Transformers Prime: Predacons Rising. I have a few hunches about Predaking and the other Predacons, but I want to have those hunches confirmed before writing on.

In the meantime, I will probably write some Spotlight vignettes about some of the characters in this story as companion fics - and I'll do like IDW and leave you with some teaser soundtrack hints about what may or may not happen in the future of this fic. The songs are roughly in chronological order for the story's progression. :)

The songs should all be profanity-free and safe to listen to.

* * *

"Don't Talk, Just Drive!" - _Doublequick (Blue Stahli)_

"Who Is The King Of Beasts?" - _Red Omen (Two Steps From Hell)_

"Daddy Dino" - _Cleaning This Gun (Rodney Atkins)_

"The Tactician's New Desire" - _Growl (EXO)_ (Be sure to get the English subtitles for this one, it's K-Pop!)

"Emirate Starscream" - _Cult of Personality (Living Colour)_

"The Spider's Lair" - _Where I Reign (Kamelot)_

"The Takeover" - _Meet Your Master (Nine Inch Nails)_

"Firewalled Soul" - _And All That Could Have Been (Nine Inch Nails)_

"We Have To Warn The Autobots!" - _Land of Confusion (Genesis)_

"Combiner" - _Monstronix (Q-Factory Music)_

"Terrorcon Theme" - _Almost Dead (Powerman 5000)_

"Iacon Is Surrounded!" - _The Howling (Within Temptation)_

"The Last Generation"_ - __This Will be The Day Extended (Roosterteeth)_


End file.
